Sunset
by CrushedSummer
Summary: Homura abandons another failure, abandons Kyouko and Mami to the spreading barrier of Kriemhild Gretchen. Together, they search for a way to survive, and for redemption.
1. Affinity

**Foreword: This is the start of the multi-chapter story I promised some months ago; I thank you in advance for your support. If you're impatient, the promised barrier exploration begins at the end of this prologue chapter.**

 **Chapter 1: Affinity**

* * *

Kyouko enjoyed hunting, or at least, that's what she told herself. Was not being unhappy the same as being happy? Did the pleasure derived from leaving the pain justify said pain? "Unlikely," she would have thought, but she didn't have the time nor focus to philosophize in the thick of combat, hence why she sought it out each night. Certainly, she did need the grief seeds, and she always made sure to issue such a statement to each newcomer before she ousted them from Kazamino.

But in reality, she would have been just as glad to fight them as she would any witch.

A grief seed would let her live another day, but another day was just that. The life of a Puella Magi was fleeting, so to Kyouko, temporary peace of mind and the visceral thrill of cleaving flesh were more potent than any magic. The exertion of battle usually left her comfortably drained and ready to indulge in her second vice on the way home. Well, on her way to wherever she was spending the night, if she was to be honest.

Normally, this particular twenty four hour ramen stand would be empty, minus herself, so she was surprised to find a cold-eyed girl in her usual spot that night. It was odd, but it certainly wasn't cause for alarm.

At least until Kyouko saw the girl's ring.

Then she looked up from it to find its owner staring right back.

"Kyouko Sakura."

The ring flashed violet, confirming what Kyouko was already certain of. She leapt back, adrenaline roaring into her veins, ready to transform. Her opponent, by contrast, nearly looked bored: she was still seated, legs crossed elegantly, resting her head in her palm as she gazed at Kyouko through half lidded eyes.

"Cease this, I've come to arrange an alliance," the girl intoned, voice perfectly level.

Kyouko allowed her guard to drop the slightest fraction upon hearing this.

"Yeah? And why would I want that?"

"I am prepared to offer you half of my grief seeds for the next month,"

Kyouko raised an eyebrow, "Not bad, but I'm doin' pretty well for myself, in case you hadn't noticed."

"And all of my territory in Mitakihara."

The offer gave Kyouko pause, "...Seriously?"

But only for a second, "Then afterwards you stab me in the back and retake it, right?"

The dark haired stranger sighed, exasperation momentarily stripping her stoicism, "Mami."

At the utterance of the name a third voice rang out behind them, "She wouldn't do that, Kyouko."

Kyouko knew the voice, its keeper was also that of her greatest regret.

 _No, my second greatest._

Second only to selling her soul, and by a narrow margin.

Had she not become a magical girl she would never have betrayed Mami. But then again, she never would have met her mentor without the contract. A certain quote about having loved and lost came to mind, but she wasn't entirely sure she agreed with it. Especially now that Mami was looking at her, not with a smile, not with the warmth Kyouko would never admit to missing, but with doubt and a cold melancholy.

This was strictly business, and it hurt more than open hostility ever could.

Mami broke their eye contact after a second more, and Kyouko opened her mouth to say something, anything to the golden magi, but managed only drop her gaze and mutter, "Fine. So what exactly are we joining forces for?"

The dark-haired girl cleared her throat, drawing Kyouko's attention back to her, "Tell me, are you familiar with the term, 'dreadnought witch'?"

* * *

The next few weeks were spent training, organizing and strategizing. Teamwork thus far had proven to be the trio's weakest skill. It was difficult for Kyouko to fight alongside someone she couldn't trust, and how could she trust someone she knew nothing about, apart from their name?

 _If Homura even is her name._

Kyouko was laying on the couch of the girl in question; the bizarre appearance of her home did little to assuage the redhead's suspicions.

 _Who spends magic decorating?_

Homura's house was sparsely furnished and even more sparsely coloured. Circular couches radiated from the center of the room and motionless clockwork hung from the ceiling. The most unsettling feature, however, was the walls. They, along with the floor and ceiling, were a shade of flawless white. Due to the uniform lighting of the home, the borders between the walls were hidden, creating the illusion of a vast, blank expanse. In fact, Kyouko might have assumed the room to be just that, were there not hundreds of images of Walpurgisnacht plastering its edges.

It was a grim reminder of what was at stake; Homura had taken great pains to drill her partners over the magnitude of threat the dreadnought witch posed. Not that Kyouko needed much convincing, she would have been wary of anything dangerous enough to scare Homura.

As if summoned by the thought, the front door flew open to admit the markswoman; Mami brushed passed her a second later, making a concerted effort to avoid eye contact with her former partner.

It was also difficult for Mami to fight alongside someone she couldn't trust. Kyouko didn't blame her, if she was in the gunner's shoes, she wouldn't trust herself either.

Homura didn't close the door, "Kyouko, it's your turn to patrol."

Good, she was in need of a hunt.

* * *

"So why are we stopping Pinky from helping?"

Being a Puella Magi was a fate Kyouko wouldn't wish on her worst enemy, but still, if Walpurgis was as strong as Homura made it out to be, wouldn't they need all the assistance they could get?

"Her contract would end poorly for all parties involved."

The, "except Kyuubey," was implicit.

"You don't know that!"

Kyouko could have sworn that Homura looked furious for an instant, but she chalked it up to her imagination.

"Trust my judgement, Kyouko, getting Madoka involved can only complicate matters."

* * *

In the name of improving their team combat, the trio entered yet another barrier together.

The interior stretched on as far as the eye could see; they were standing on a broad street in a moonlit city. There were no true buildings, rather, structures borne of crude geometric shapes stretched to the heavens. The archaic-looking streetlights buzzed and flickered; they were all warped, their twisted frames directing a spectrum of lights anywhere but the asphalt. Kyouko stifled a cough, the acrid smell of industry hung heavily in the air.

Then the streetlights began to move.

Iron groaned as the nearest of them turned to blind the trio, while the protective casing of its bulb split into a gaping, shattered glass maw.

Kyouko drew her soul gem and transformed, the familiar weight of the spear settling into her hand. It was a unique sensation, she thought, to be shrouded in, and empowered by one's own soul. It was the realization of her mind in physical form: when her soul was clean the transformation felt powerful and restorative, when it was tainted her magic felt sickly and rebellious.

A series of flashes and clicks behind her signaled that her partners were ready.

The familiars began to tear themselves from the concrete and skitter towards them on limbs of cable and pipe.

Homura sighed, then murmured, "Let's end this quickly."

So the dance began; she vanished as Mami fired the first shot and Kyouko sprang into the fray, plunging her spear through the open mouth of her first opponent and out the back of its head. Homura flickered in and out of sight, decimating swathes of enemies, her expression never changing.

The lancer willfully lost herself in the moment, she parried a blow then responded in kind, relishing the grind of her spear on the iron flesh of the familiar. She vaulted one opponent and fell, point-first into the next; in a burst of magically enhanced strength she swung it, still impaled, into her next assailant.

After a time she wasn't sure how long she had been fighting, but she was certain that she would have already dropped from exhaustion were she still human. Another of the creatures fell to her assault, then another, and another, until she hadn't the vaguest sense of her own body count.

Just the way she liked it.

Soon twisted iron corpses lined the street, lights sparking and flickering as they expired and vanished from the barrier. This coincided with the slow, satisfying burn beginning to develop in her muscles.

A metallic grinding and a hiss were her only warnings before she was struck with a vicious blow from behind. Kyouko was distantly aware of her ribs cracking as she smashed into the pavement, not that they would be enough to slow her down. Ample combat experience told her that leaving an additional opening after being hit was the surest way to get killed; she allowed her magic to dull the pain as she sprang back to her feet, spinning to face the new combatant.

She found it was the last familiar.

Working through the aftershocks of pain, she finished it slowly, allowing to strike first and severing a limb in turn for each of its attacks, before shattering its head against the ground with the flat of her spear.

Kyouko stretched, feeling the wound; it wouldn't amount to anything more than a bruise with her accelerated healing, but it was merely a symptom of a greater problem. Homura and Mami weren't watching her back, and she wasn't watching theirs. They were still fighting as three individuals.

The first of the two in question appeared next to her, while the latter was climbing down from her vantage point on the nearest structure. Once they had regrouped, Mami spoke up, "I sensed it while I was up there. The witch is above us."

There was only one way up; she turned and led the way to the tallest building nearby: a tower which appeared like a cubist sculpture fashioned from candle wax. Mami leapt, slinging a ribbon around a protruding cube above her. She looked back down as she reeled herself in and shouted, "Hold on, I'll bring you up after me!"

If the barrier was a work of art, then so too was she; leaping from foothold to foothold, she possessed an absolute fluidity of motion.

 _And not a hair out of place, to boot._

Between her and Homura, Kyouko suddenly felt very, very maladroit. She wondered whether it was coincidence that their combat styles and weapons lined up with their personalities so well.

A few moments later two golden ribbons descended from above; as she reached out and touched the nearest one it came alive, snaking down her arm and wrapping it before traveling down her side and around her waist. Homura did likewise a second later.

As she rose, Kyouko closed her eyes; she could nearly convince herself that she was back in the old days with her golden mentor.

Nearly.

She wasn't afraid of heights, well, not enough that it had ever been a problem in barriers, yet here she hung, clutching the ribbon for dear life. What had happened to the absolute trust she used to have in Mami?

That was the wrong question, actually. She knew exactly what had happened, she just wasn't sure of how to make amends.

If such a thing was possible, which she wasn't sure of either.

The vermillion girl opened her eyes as the steady upwards pull slowed; immediately above her, the top of the building plateaued and stretched into a disc, over the edge of which Mami was looking, hands outstretched. She pulled Kyouko and Homura up simultaneously as they reached her; the former held her grip a fraction of a second too long and spoke with an uncharacteristic quiet, "Thanks."

The gunner simply nodded in response, then cleared her throat and said, "The witch is through the ceiling."

 _Ceiling?_

Looking up, Kyouko realized she hadn't been looking at the night sky when they entered. The ceiling was carved of ebony rock, while its stars were holes through which white light poured, and the moon was a minivan sized chunk of limestone embedded a stone's throw away from her.

Mami extended a prehensile ribbon up through a hole directly above the trio and they soundlessly agreed on the same procedure as before. In a moment she was beyond the threshold and pulling the other two up behind her.

Kyouko arrived first this time and took to examining the chamber as Mami focussed on Homura; she was standing on the same black stone of the ceiling, no walls or roof could be seen. More importantly, the source of the light stood some fifty meters away. It was an effigy of a human, burning with an intense and unnaturally pale light.

A sigh echoed across the chamber, soft in texture, like a yawn, but with the volume of a scream; the thing, which Kyouko was now certain was the witch, started to shift. It moved like something awakening for the first time in a millennium, slow, shaking, each joint popping as limbs extended; it took a tentative step, then a stride, growing faster and more confident with each one. Once the distance was half closed it had reached a sprint and she could could make out more of its features, for one, its height. She didn't notice when it was far, but the creature was nearly twice as tall as a human. For another, it wasn't solid, its body was woven out of countless wooden strands, like wicker. The only smooth location was its face, which had no features, only cross-shaped scorch marks where the eyes and mouth should have been.

She brandished her spear, behind her she heard the telltale clicking of Mami's flintlocks.

Then Kyouko nearly jumped out of her skin as a bullet split the air beside her ear on its path towards the witch. While the gunner unload rifle after rifle, the red magi stood rigid, fruitlessly hoping her fear would subside. Then it became tinged with guilt as she realized: she didn't feel safe with Mami at her back. Each register from the blonde's arsenal was meant to kill the witch first, and to protect her friends second. Or perhaps it wasn't, perhaps she just had no friend to protect.

Kyouko preferred not to consider the possibility; she wished she wasn't frozen, that she was ahead engaging the witch so she wouldn't even have the chance to.

Mami's assault stopped as Homura walked to the front of their formation; she flipped her hair over her shoulder then vanished, an instant later she was a few meters away and the witch was engulfed in a barrage of explosions. A wave of heat and light washed over the trio as the witch cried out.

Kyouko rubbed at her eyes as the afterimage faded, like the fragile memories of a dream, to reveal the roof of an apartment back in the real world.

 _You'd expect a fire witch to handle bombs better._

As if hearing her thoughts, Homura said, "The shockwave is the deadliest part of an explosion."

 _You don't even need us, how are_ _we supposed to work as a team?_

Then she turned, gave a terse excuse to visit the Kaname home and disappeared; it seemed she hadn't read that second thought, funnily enough.

* * *

Homura had assured them that Walpurgisnacht would be arriving within the hour, of course, her assurance wasn't actually needed, as Kyouko had never experienced such a powerfully negative energy before. The dreadnought witch hadn't even manifested yet and she already felt like she was in the twisted core of a barrier.

The three of them were standing on an overpass looking east, towards the expected entry location of their opponent.

Its energy could be felt throughout Mitakihara, and not just by magical means; the residents had already been evacuated under the threat of a supposed hurricane. Kyouko could see why they would make such an assumption; she looked up to find clouds covering the sky so thickly and darkly that she could have sworn it was midnight. Heavy intermittent rains had also filled the streets with multiple centimeters of water, while tempestuous winds uprooted trees and tore the shingles from homes.

But at least there was no one stopping her from taking all the food she could carry.

She threw a newly empty pocky-box over her shoulder; she had always known herself to be a stress eater, and the irony of her current situation wasn't lost on her. Whether she robbed to her heart's content or not, it would all be lost in the battle.

 _First time I could be looting totally guilt free and I'm stuck here._

There was a shift in the air as lightning struck a nearby apartment, it almost felt like an ache in her soul gem. The lighting struck again, and as if guided by the hands of a god it passed the buildings by, instead striking the water pooling in the streets below and begetting a massive cloud of billowing steam. In that instant the rain also began to come down; then, as a southerly wind carried the steam away Kyouko saw a single familiar standing in the street.

It was the silhouette of a girl, cast in green and carrying a trumpet. It raised the instrument to its lips and blew, producing an ugly, trembling brass tone which sent ripples through the remaining water.

To her left Homura stiffened and inhaled sharply; she turned to them, "It's beginning."

The barest waver in her voice told Kyouko all she needed to know.

The ache in her soul gem dulled and expanded into a feeling of suffocation unlike any she had ever felt from a witch. She could see a rift opening in the distance, it looked the a normal barrier, with the exception of its massive size, and the fact that it was rapidly expelling familiars.

A grand and horrific procession began: distorted animals dragging nightmarish attractions, wave upon waves of armed silhouettes, each giggling and cheering in anticipation of the main act.

Kyouko was suddenly struck with both horror and impulse. She turned to Mami and grasped her hand, the girl jolted and looked back, terrified eyes meeting hers for the first time in weeks.

The parade went quiet and turned to look back into the barrier, inside of which a titanic shape could be seen approaching.

"Mami, in case we don't make it out of this..."

Funny, when had she seriously started considering the thought of dying here?

"I know how badly I fucked up back then. I probably don't deserve to be forgiven, or even to fight with you now."

Walpurgis was nearly through by that point, and she began to grip Mami's hand even more tightly, shaking.

What was it her father had always said? "Seek salvation through forgiveness"?

Looking out at the army of familiars, she was suddenly even less sure that they would pull through. She knew that people would throw away their pride in the face of death, but she had never known it to be as freeing as this: she was raw and vulnerable, but finally able purify herself. Mami was the only reason she had kept going after her wish went awry, but even before that, she had been Kyouko's mentor and partner; they had saved each other's lives more often than either could count. They had shared more than a lifetime's worth of experiences. A bond that held strong in the face of genuine magic and overcame what had many times seemed like certain death was nearly more valuable than she could fathom, and no stubborn ego, no impossible ideal was worth losing her most precious. She tried to quell the waver in her voice and hoped the rain would be able to hide her tears, just this once she wanted her dignity back.

"I just- I just want you to know that I never wanted to hurt you! When I betrayed you it was because I just couldn't make our ideals work anymore, I didn't want us to end up killing each other over it later!"

She grew quiet for a moment.

"So that night, when we argued, I decided to take the opportunity then and just get it over with. But goddammit, I never meant to have it end like this! I never wanted to-! I didn't mean for-!"

A single sob broke through as she tried in vain to articulate.

"It wasn't fucking worth it Mami, it wasn't worth it!"

Then she was in Mami's arms, the older girl crying just as hard as she was.

"Kyouko..." Mami's murmured between sobs.

It was hardly a minute, but during it even the dreadnought witch was forgotten.

Then they broke apart and the gunner gave her a long, serious look, "Kyouko, I don't know if I can forgive you, at least not yet. But I want you to know that I never hated you for what happened, not for a second."

"...Thanks Mami."

There was a tremendous wave of mocking laughter as Walpurgisnacht finally crossed into the real world, but with Mami at her back, Kyouko was unafraid.

"Hey, don't die on me out there."

Her companion turned, and for the first time since the day before Kyouko had left, smiled at her.

"I wouldn't dream of it, Kyouko."

The crimson magi cut down another familiar as Homura leveled a building on top of Walpurgis; she had instructed them not to engage it until it had passed through all the prepared explosives caches.

But Kyouko was growing worried, she wasn't sure how much more she and Mami could accomplish when Homura's assault had yet to visibly harm the dreadnought. Even it's familiars were more dangerous than any the lancer had fought before, each one was nimble and skilled, and while she hadn't yet been wounded, she was certain to if she lost focus for even a second.

Hence why she was terrified when the shockwave created by Homura detonating Mitakihara stadium swept her from her feet and threw her into the rubble.

"...Ko!"

"...Youko!"

There was a voice in the distance which she couldn't quite place; her blurred vision was slowly returning, but she was distracted by the most peculiar sensation coming from the back of her skull. It was hot and wet.

She wanted to rest for a short while.

Wait. Wasn't she supposed to be fighting something?

Her eyes flew back open to find a blue, sword wielding silhouette standing over her; she briefly reflected on the fact that it resembled Madoka's friend before it tried to run her through. She rolled to the left, feeling the tip of the blade skim her shoulder as she passed under. She was still in too close quarters to summon her spear.

"Kyouko!"

Then the familiar's head exploded like so many raindrops on the concrete; Mami was across the street holding a still-smoking musket. The two nodded at each other before the gunner was forced to dance away from a fresh wave of the creatures. Kyouko got back on her feet, feeling the bleeding staunch itself, the cracks in her skull however, would take at least a few hours to return to something resembling normal.

She couldn't afford another mistake like that.

She leapt after Mami, calling the familiar spear back into her hands. The two backed down the ruined street together, at the rear, the golden magi reigned waves of musket fire upon the advancing familiars while Kyouko acted as the advance guard, rending those that drew too near. It was entirely different than the last barrier they had fought in, now with Mami at her back she was unshakable, almost like old times. Also unlike the previous barrier, she had lost track of her body count, but not by way of losing herself, rather, the familiars of Walpurgis were so numerous that even the keenest eye wouldn't have been able to track them all. The three of them had been fighting for longer than against any other witch she could remember.

Homura's voice broke into her mind, calm as ever, "It's nearly time, get ready."

Mami cut down another wave of familiars, then the flow slowed for a moment; she and Kyouko backed into an intersection as a wave of explosions sounded nearby, shattering all the remaining windows in the street before them. It was a beautiful sort of destruction, the sparkling glass shards mingled with the rain as they fell.

Walpurgisnacht, still laughing, smashed through the buildings an instant later.

The red magi readied herself; for the first time since the beginning of the battle, their opponent was on the ground. Despite her mastery with the spear, her lack of reliable ranged abilities had become quite the handicap against the dreadnought; the extension of her spear could only do so much.

"Mami, cover me."

The blonde did just that as Kyouko sprinted down the street, vaulting destroyed cars and piles of debris. Familiars approaching from both sides were neatly dispatched by single shots; Mami had increased her economy of ammunition.

 _How much energy has she used up?_

Walpurgis was one building down from Kyouko when she started the attack, imbuing her body with magic and she launching herself two stories into the air, before crashing down, spear first, into the head of the downed witch. The first thing that surprised her was how easily she pulverized it, the second was how the laugher didn't skip a beat.

The monstrosity began to rise again and she leapt away, lest she be taken with it. As it righted itself in the air, the wound she inflicted began to tear further, revealing its skin to be something closer to fabric, with a wire frame beneath.

"Kyouko," Mami's voice broke into her mind, "I think its real body is the gears!"

If that was the case then she could see why their attacks had been so ineffective thus far. A body made from thousands of pounds of solid steel: she could hardly imagine something more durable.

So the lancer wasn't surprised when a tiro finale from Mami failed to stop the laughter.

Or when a wave of explosives from Homura couldn't stop the laughter.

For each blow they inflicted, another wave of familiars descended on them, and each time they survived more narrowly.

A building collapsed on Walpurgis.

Laughter.

It was downed again, and Kyouko jammed her spear into the moving gears; the weapon was devoured without causing the slightest damage.

More laughter.

Homura unloaded the entire stolen munitions of the Yakuza, to no effect.

Except laughter.

But it wasn't until Kyouko tried to create a new spear that she realized how dire the situation was. Her soul gem was a muddy, flickering iron colour. From the look of it, Mami was equally drained. The two of them were standing back to back, barely scraping through each new assault by the familiars.

Behind them, Homura was also losing ground, unable to keep up with offense, defense and the protection of her partners at once.

All the time in the world, but not a second to spare.

She vanished again and again, each time bringing to bear a new, pointless arsenal. Waves of fire and molten lead rocked the surface of the stage-constructing witch, but its play would not be taken off schedule; it laughed even harder as its lone opponent began to run out of ammunition.

She was distracted, desperate and utterly drained when Walpurgis finally struck her down; a rain slicked hand lost its grip on her shield when she needed it most. The world refused to wait for her and a ray of flame sent her body careening through the debris.

"I'm sorry." Was all Kyouko and Mami heard from her.

The two broke formation as they dispatched another wave of familiars, then turned to regard the dreadnought witch. It was beginning to turn upright over Mitakihara.

"Kyouko," the gunner spoke up, "I'm glad to have been given one last opportunity to alongside you."

The two clasped hands for the second time that night.

"Hey Mami, promise me we'll meet again in a better place."

"I promise."

The two regarded the enemies massing before them, both knew they wouldn't be able to win. In a final, defiant gesture, Mami created one more rifle and pointed it at the approaching horde, then-

A shower of bright pink bolts decimated them all.

In front of the pair stepped Madoka, the very same girl Homura had told them to protect, clad in full puella magi garb.

"Mami, Kyouko, don't worry, I'll take it from here."

She turned to the side and nocked an arrow of pure light in her bow then closed her eyes in focus, the ends of her bow folding out as the arrow swelled with energy. More energy than Kyouko had ever felt, more energy than even Walpurgis, in fact.

So she really shouldn't have been surprised when Madoka's arrow tore it's body asunder and parted the clouds over the entire city.

Massive gears and fragments of machinery scattered across Mitakihara, almost replacing the rains as they dissipated, and with that, the battle was over. A black shape, the grief seed, dropped at the end of the block and the three of them slowly closed the distance to it, both crimson and gold leaning heavily on pink for support.

But Homura, climbing out from under the rubble, reached it first.

As the trio approached she kicked the softball-sized seed towards them.

"Madoka Kaname,"

"Homura, I know you said not to-"

"You've made a terrible mistake."

Then she twisted her buckler and faded away, leaving only a scrap of purple fabric and a brief, lingering ticking sound. It took Kyouko a few moments of staring in disbelief to realize that the violet magi was not going to reappear.

"Did she...? I mean, she said she'd give me the territory, but I didn't think it would be like this."

A throb from her soul gem brought her attention back to the present; she and Mami collapsed to their knees in front of the grief seed, hastily pressing their respective gems to it. It was an exquisite sensation, like having one's thirst quenched after a marathon. Plus, she would have been lying to herself if she said that sharing it with her mentor once again didn't make the victory a little sweeter. When they were done Walpurgis' grief seed was hardly tainted.

She noticed Kyuubey watching them from a short distance away.

"Collect later, this seed'll be good for a while."

It tilted its head in response before its voice rang through her mind in the same irritating, vaguely cheery tone it always had, "I am aware of that. I'm simply here to gather data on the strongest witch in history."

"Well you're a bit late, Walpurgis is dead."

"Correct-"

She picked up the seed in both hands, marveling that it was large enough to even warrant that, then passed it to Madoka. The pink girl breathed a sigh of relief as she accepted it. Kyouko was about to give the incubator a snide response when Madoka spoke up again, "It isn't working."

Then Kyuubey continued, "-But Walpurgisnacht was not the strongest witch in history. She is."

 _...What?_

The lancer looked back at the archer; the grief seed was working, but her soul gem was overflowing with corruption more quickly than it could be drained. She was shaking and a cold sweat had broken over her brow.

"W-what's happening to me?!"

Mami too, was both enraptured and horrified, she could nearly see the colour drain from Madoka's face as the gem grew darker, and the blonde was sure that she herself was growing equally pale. Then she noticed something even more distressing: the grief seed was nearly full. The same grief seed which had easily purified both her and Kyouko was nearly full.

Seeing no other choice, she lunged forward, tearing the seed from Madoka's hands and throwing at Kyuubey. She realized that the other girl didn't know the consequences of filling a grief seed; from Madoka's perspective it must have looked like a betrayal of the highest order.

"Mami...!"

She broke into strangled cry of pain and collapsed, clutching at her chest.

For the first instance in what felt like a lifetime, Kyouko was utterly at a loss.

 _She's about to die in in front of me. She's going to die and I just have to stand here and watch._

"Kyuubey!" she snarled, "What the fuck is happening to her?"

The white creature was nowhere to be seen, but she could still hear it, "Madoka Kaname is merely fulfilling her duty to the universe by completing her metamorphosis into a witch."

Her mind ground to a halt for a moment, "Wait! What do you mean by-"

"Now, if you wish to prolong your lives for a few more days, I would suggest fleeing the area."

The mental contact cut off as Madoka screamed again; the vermillion girl spun to face her once more. She was lying on the concrete, shivering, sweating, her eyes terrified and unseeing. She was whispering something over and over, after a few seconds at the edges of Kyouko's hearing, she made out the words, "Help me."

There was a new energy building, even larger than that she had felt before the battle. No, larger didn't encompass it; Walpurgis was a single drop of pure rain compared to the blackened ocean she was sensing now. It grew and grew until-

Madoka fell silent. The storm clouds had been drawn back over Mitakihara , and when the first droplet fell, it landed on her soul gem, shattering the surface and leaving behind the black shell of a grief seed.

For a second, the world fell silent alongside her.

The quiet was broken by a deafening wail as the seed issued forth a wall of smoke. As it rose it resolved itself first into ribbons, then into a towering eldritch figure as they tied to one another.

Its skin was innumerable dazzling ebony shards, catching the light in a manner both angelic and terrifying as it rose to blot out the sun.

It cried ever louder for the suffering of the world it was born into; Kyouko felt fresh blood running down her neck as her eardrums ruptured.

Then the witch reigned in its tears and prepared to deliver a twisted salvation; as the area around it was drained of energy, the hard rains became a shroud of snow.

The red magi had dropped her spear, it was useless anyway.

As the grand witch birthed a new realm for the souls of Earth, Kyouko couldn't help but think it was the most beautiful thing she had ever seen.

* * *

It was cold.

But she was pleasantly numb.

She just wished that bothersome sound would stop.

One of her eardrums finished sealing up and she recognized the sound as the wind.

 _Wind?_

She shook off the dusting of snow building up on her skin and looked around. She wasn't supposed to be alive, or at least, she didn't think so. But here she was, sitting on the ground against a grey wrought-iron gate. It was chained closed from the ground all the way to-

The top vanished into the clouds. Well, It was too tall and sheer to consider climbing over, at least. Additionally, on either side it spread into a fence, equally tall and traveling as far as the eye could see.

The only way was forward; but such was life, she supposed.

Before her lay a path into a forest of dead trees.

She could feel that familiarly oppressive energy from a distant point up ahead; she was inside the barrier.

Kyouko decided that for now, she would keep living.


	2. Shroud

**Chapter 2: Shroud**

* * *

Kyouko wasn't sure how long she had been standing in front of the forest.

The enormity of what had befallen both her and the world hadn`t settled upon her yet, and while she was still hazy and unfocused, she wasn't yet ready to plunge headlong into unknown territory. A distant part of her whispered that she was spared for a reason, and she didn't have the resolve to quash it as she normally would.

She might have stayed longer if not for the sun.

She looked back at the gate and falling snow. There was a small hole in the clouds through which a patch of sunlight was creeping towards her, she welcomed it. In retrospect, she probably should have been more cautious after looking into the gap. The sun was setting with a sickly, rusted colour and surrounded by a a black halo.

The rays immediately began to sear her flesh as the patch reached her. Stifling a cry, she backpedaled into the woods, stumbling through the shin-deep snow. Then a few seconds later she found herself on her hands and knees in it.

 _At least I can cool my burns._

Gritting her teeth, she forced herself back up, and then into a brisk walk. Nothing would get accomplished by standing around, wasting magic on burns and frostbite.

* * *

The trees were blackened husks, leering at her as followed the path deeper through them. She skirted a few treacherous shafts of sunlight filtering down as she went, but they gradually grew less frequent as the mesh of branches above thickened. Yet, somehow enough snow managed to get through to blanket the ground almost as thickly as outside.

She kept walking, walking until she needed magic to suppress the soreness in her legs, until looking back only revealed branches and snow, until she had lost all track of time. Even stark, harsh light at the end of the tunnel would have been more comforting than the cavernous darkness she spied at both ends. Even searching for the witch`s energy yielded no sense of progress; the sheer reach and intensity of its influence destroyed and useful sense of scale and distance.

The lone magi tripped and landed in the snow once again; for a moment, she considered staying there. The numbness was very inviting. But then a shred of will power pushed her to her feet, and she continued forward-

Or was this backwards? Which way had she been facing?

 _Why am I bothering?_

How did she intend to face this witch alone when Walpurgisnacht had overwhelmed her, Homura and Mami?

Suddenly, Kyouko was acutely aware that the older girl was no longer with her, and that she probably didn't get lucky enough to survive.

The vermilion girl reached out telepathically, searching for the slightest brush of another consciousness, to no avail.

She was alone again.

It hurt even more than she had imagined. Yet, it was familiar to her, it was the very same pain over which she had sworn to use magic only for herself. But she couldn't regret opening herself again; the time they had spent together, their final battle, it had been worth it.

She looked around at the mourning world, preserved under an icy burial shroud.

There was nothing left for her here.

 _Mami, did you keep your promise?_

Kyouko's partner could have been waiting for her already.

Souls gems were actually quite fragile, she recalled. She pulled her own from her chest; her fingers were waxy and numb: frostbite. Her eyes were watering and her face stung from the wind. As she stared at the dazzling blackness at the core, her mind worked slowly; one thought broke through the mire.

 _I want to see Mami again._

Whilst pondering how best to break it, she gazed at her reflection in the surface; there was a mark on her neck. It too, was familiar. An alarm was ringing shrilly in the back of her mind, screaming at her to stop and think as she raised the gem over her head.

That mark had almost looked like-

It had nearly reminded her of-

 _A witch's kiss!_

Suddenly she was aware of the foreign magic permeating her mind; she nearly dropped her soul gem in her haste to stop the throw. Although still in a haze, she regained her faculties enough to examine the mark in her reflection again, before focusing her own magic, erasing it. A witch powerful enough to kiss a hardened magi was a fearsome enemy indeed.

As the lancer regained her faculties, she located her footprints in the snow and prepared to continue.

And perhaps...?

She reached out again, mind and magic both clear this time. Her consciousness expanded outward, combing the barrier until-

There was someone else. Faint, but undeniably present.

 _"Mami!"_

A moment of heart-pounding excitement and terror passed before she received a weak connection, _"...Youko..."_

 _"Where are you?"_

 _"...Can't hear..."_

There were a dozen things she wanted to say to Mami, and while she wasn't sure she would have be able to express them in words to begin with, she was still frustrated that they would have to wait.

" _I'll find you."_

Newly invigorated, Kyouko began running down the path; moments later, the trees started to thin out once more and the ground began to slope upwards.

She was almost out; the irony of nearly having ended it all so close to the end was not lost on her.

As the branches over her head grew sparser the gray sky greeted her once again. It wasn't significantly brighter, but she was perfectly content with that if it meant avoiding the abhorrent sun.

Once only saplings remained at her sides, she stopped to look around; a cliff face rose steeply to her right and fell steeply to her left. She was near the bottom of a spiral path traveling clockwise up a massive hill.

Or perhaps it was simply a tiny mountain?

In any case, she estimated it to be about the height of a five storied building, one which she didn't have the patience to slowly circle.

A rush a magic to her legs was all that was needed to send her leaping up the cliff face to the next tier of the path; thrice more and she was standing on the snowy peak.

The view was breathtaking, certainly not beautiful, but breathtaking nonetheless.

From her vantage point she could see deep into the barrier; the heavily snow-burdened clouds swallowed up the sky over the entire land, allowing only the occasional crepuscular ray of sickly orange to slip through. It was not an elegant winter either; high winds howled and the thick, ashen snow came in claustrophobic volumes, seeming as though it might swallow her at any moment.

On the other side of the hill the trees became less numerous, but with a correspondent increase in size, several even coming to her own eye level.

Though a lapse in the snowfall she was able to see what lay beyond even those: another gate like the one she had woken up near. Even at her height, she could see no way around. The only differences between the two were colour, and the fact that this one was open.

She was closer this time, so when she reached out to Mami, the connection came through strong and clear.

 _"Kyouko? Thank goodness you're safe!"_

"..."

 _"Kyouko?"_

 _"Yeah, I'm glad we made it too. Listen, we need to regroup; do you see that huge hill?"_

 _"I take it you want to meet there?"_

 _"Yeah."_

 _"Very well, but I have a familiar to deal with first."_

Was that a roar she heard echoing out from below?

 _"Mami, by any chance, are you in an area with huge trees?"_

 _"I am."_

The distant register of a rifle confirmed her suspicions.

 _"I'll meet you halfway."_

Kyouko summoned the spear to her hand; it seemed it would be of use yet.

Then she returned to the path below; from there one of ancient trees was close enough to make a leap of faith. She took a running start before launching herself from the edge, simultaneously extending her spear. With a practiced motion she cracked it like a whip, sending the head out in an overhead arc before it wrapped itself around one of the tree's warped limbs. The makeshift grapple held, and she allowed it to carry her until she was perpendicular to the branch before letting go.

In the back her mind she realized how fortunate it was that she had learned how to fall properly. The blanket of snow deadened the impact, so as she hit the ground and rolled, her still-empowered legs hardly felt it.

There were flashes coming through the snow drifts in the distance and Mami's rifles could clearly be heard amongst the shrill winds. Kyouko maintained her momentum, the roll segueing into a sprint as she reformed her spear once more.

In her experience it was actually better not to warn someone before springing to their aid, lest they become distracted by the greeting and subsequently incapacitated.

The fact that it made her feel like an action hero was certainly a benefit as well.

But alas, she didn't have time to revel in the sensation as she vaulted Mami from behind and engaged-

 _An angel?_

Or a crude approximation of one, at least. It stood nearly thrice her height and its bones were the only part of it distinctly present: deep blue ice carvings which mimicked the human skeleton on a grander scale. These were surrounded in glimmering particles and sheets of creased light which suggested a more substantial body, but refused to detail it. The red magi blinked, thinking the creature's wings were a mere trick of the eye; seemingly transient, they reminded her of the light lines in a long-exposure photograph.

She supposed it was actually truer to the biblical angels than the popular image of them. Back when she was a member of the Sakura church, she had been stunned by the number of followers who had never actually read the holy texts. Most people never learned that real angels were not merely winged humans.

All those late nights reading the bible beneath the candles returned to her for an instant; she remembered pondering the mighty Seraphim, whose true bodies were hidden by their six wings, never to be looked upon by mortal men. Supposedly, their brilliance was too great, and would burn away any who saw them, but perhaps they were "never to be looked upon," due to their transient nature, as with her opponent's?

"Kyouko!"

But her musings were promptly dispelled as the familiar lurched forwards and swung a massive, clawed hand at her head. Instincts and hundreds of battles worth of muscle memory took over as she back-stepped, feeling the claws sever a few errant hairs from her bangs. The maneuver brought her back to Mami's side.

The two made eye contact; nothing needed to be said as they began the battle anew.

The gunner peppered its upper body with gunfire, forcing it to raise its arms in defense. Simultaneously, Kyouko went in low, tearing into its right thigh and revealing that there was indeed flesh on the skeleton. Riding the momentum of her attack, she slipped past it to avoid a retaliatory strike before spinning, whipping her spear like a striking cobra to embed it between the familiar's wings.

The rogue angel wailed in pain, and what she assumed to be anger as she tore the spear out, taking a strip of the ethereal flesh with it, as well as a single wing.

Newly brought off-balance by its loss, the familiar was subjected to a flurry of attacks by the pair of puella magi. A spear driven through the knee, a musket ball shattering a wrist, a laceration along the spine, bullet holes between the ribs; until it could endure no more, and with a final cry dissolved into falling snow before the wind swept it away.

Kyouko planted her spear in the snow to lean on, drained from exertion and unsettled by the situation. While slow and clumsy, that familiar had taken an unprecedented amount of damage, even more than some witches she had faced. The two of them would not be able to win a large scale battle, so for the time being, she simply hoped those particular familiars were few in number.

On occasion she had wondered if slaughtering scores of familiars was somehow reprehensible, and for the moment she hadn't the strength to dismiss those questions. Killing witches had no associated moral dilemmas, they were creatures who knew only suffering and lived only to cause suffering. They couldn't return to human form without-

Oh, she remembered now.

Puella magi became witches. That was what happened to Madoka.

The lancer could feel her soul gem grow a fraction dimmer at the thought. But, she rationalized, it mattered not, for she had assumed that a blackened soul gem meant death to begin with. Effectively death and corruption were the same thing.

She hoped.

She desperately hoped that she wouldn't be conscious, or still herself, wallowing in her own despair if it ever came to that.

In the interest of not darkening her gem further, she switched trains of thought. Where has she been a moment ago?

 _Returning to human form..._

Apparently it could be done with the power of a wish, but she had never seen or even heard of anyone doing so. As such, exterminating witches was almost always the only option.

Familiars were a different matter entirely. She had not the slightest idea as to their natures; painful like their mistresses was a tempting guess, yet many familiars seemed only to serve the whims of the witch instead of lashing out. They clearly felt pain and exhibited survival instinct, so she could only assume that they also possessed at least a rudimentary mental and emotional capacity. But was a short existence serving a crazed ruler worth living?

She supposed that was the reason so many escaped the barrier to try and become witches in their own right.

A branch broke in the distance, drawing her from her thoughts. Both magi turned back towards the mountain, searching for movement in the snow.

Then a second branch broke, then a third, and by the time the fourth came, pounding footsteps and flapping wings could be heard as well.

She turned to her partner, "We're not gonna make it if we fight every familiar we come across."

"I concur," Mami gestured to the open gate rising through the trees in the distance, "Let's go directly for the gate."

With that, the two took off running through the snow. Neither bothered to enhance their endurance magically, not that it would have been necessary to begin with; the strenuous life of the magical girl had left them both in peak fitness.

The familiars, surprisingly, given their capacity for flight, moved slowly and gradually lost ground. Yet they would not be deterred, each time the girls slowed for breath they would be greeted by the inexorable beating of wings in the distance.

The gate gradually crept closer as the pair of magi proceeded, worryingly, however, the number of pursuers began to swell. There was no longer any doubt that they could not fight; based on sound alone Kyouko could count at least twenty familiars.

But then, finally, the exit was in reach. A frozen pond nearly the size of a football field stood before them, but beyond that, nestled in a thin layer of ordinary trees was the gate.

Mami put one foot onto the ice experimentally.

"I don't think that's gonna support you," Kyouko said.

"We don't have time to go around," the gunner responded, stepping fully onto the lake, "I'm afraid it'll have to."

The red magi could hardly think of a more unpleasant way to die than drowning. The feeling of suffocating in the freezing depths, watching the light fade away as her strength withered. Just considering it made her shiver. But the encroaching familiars prompted her to hold her tongue, and instead join her partner on the ice.

Mami sent a single ribbon slithering across the pond towards the center, where it wrapped around a boulder protruding through the surface. Once the wrap was secure she offered a hand to Kyouko.

"Ready?"

The lancer took it, and was about to ask for a moment's grace when the ribbon constricted and sent them skidding across the lake.

Under less desperate circumstances, it might have been fun. Mami relished the wind roaring in her ears, feeling the energy her momentum lent her; it almost reminded her of water skiing. Of course, water skiing didn't carry the risk of falling and cracking her skull open on the ice, but the sensation was still close enough for her to derive an ounce of enjoyment from it.

She had always pegged her partner as a thrill seeker, which made it all the more amusing when she glanced back. The vermilion girl had fallen onto her rear at some point, and was desperately clutching at the gunner's hand with an uncharacteristic terrified expression.

Unfortunately, Mami's amusement was cut short by a pressing need to prevent them from crashing into the boulder, but with both hands occupied, her options were limited.

"Kyouko! Push us to the side!"

Her partner obliged; reluctantly freeing her right hand and summoning her spear to it, she drove it into the ice at a shallow angle, failing to piece through fully and pushing them to the left. It was just enough, the two tore past unscathed. But as the sight of the fast approaching shore greeted them, Mami realized that she hadn't planned out their landing. Seemingly sensing this, or perhaps noticing herself, Kyouko began to dig in once more in hopes of slowing them down.

But it wasn't enough.

"Oh shi-"

The snowbank was unable to absorb the impact entirely, the red magi's momentum carrying her completely through it, before leaving her face down in the snow some distance away.

It pleased her to note that she no longer felt the urge to remain still and freeze; equally pleasing was the fact that her landing didn't break any bones. Although it did exacerbate the still severe bruising on the back of her head.

 _Could've been worse._

After a moment of recuperation, the dazed lancer regrouped with her partner. The escape over the pond had given the two of them more than a little breathing room, and with the gate so close, their chances of being caught were effectively nil.

Mami started forward again, "Let's not linger."

Kyouko fell in step with her mentor, feeling optimistic in spite of herself. Certainly, she couldn't fathom things getting any easier deeper inside the barrier, but with Mami at her side she was unshakable.

Should they fail, she wouldn't mind dying together.

Hopefully that sentiment would prove unnecessary.

The forest seemed to mirror her mood in its own way. The gate was a rich, inviting bronze which seemed to radiate warmth, and as the trees grew nearer to it, the cracked husks gradually gave way to healthy firs.

As they reached the entrance, the Crimson magi looked back one last time.

The familiars had stopped on the ice and were simply staring; after a few seconds they began to disperse back from whence they came.

She decided to count it as a blessing and not question it further.

As the partners crossed the threshold into the next region of the barrier, Kyouko could have sworn she saw a flash of pink through the pines ahead.

* * *

 **Author's Notes:** This chapter was the one I had the most trouble coming up with ideas for. In my original plan, it was just a quick introduction to the barrier and transition into the events of the next chapter. Chapter 3 will the most heavily based around the interplay between, and relationship of, Mami and Kyouko.


	3. Orchard

**Foreword: It's time for Mami and Kyouko.**

 **Chapter 3: Orchard**

* * *

It was gone before she could see any more than a distinct colour.

"Mami, you saw that too, right?"

"I'm afraid not, Kyouko. Was it another familiar?"

The red magi had already asked herself that a number of times in the seconds since they had passed through the gate, and frankly, she didn't have any idea. Most familiars traveled in groups and refused to flee in the name of defending their mistresses.

"Let's just assume it is for now and keep our eyes peeled, alright?"

The blonde nodded in acquiescence before they continued.

The forest here was somewhat thinner than where Kyouko had woken up, and the snowfall had calmed considerably, but the thick fir trees ensured that visibility was no better.

 _At least this place is a bit livelier._

Actually, upon closer inspection, livelier was not a suitable descriptor; the forest was utterly devoid of life-signs still. She supposed that any hypothetical creatures would probably be hibernating, but still, there were no prints, and not even a single twig stood out of place. Yet, even disregarding that, she couldn't ignore how utterly _silent_ everything was.

Save for the wind.

But at least the living trees cast a less oppressive atmosphere than the husks from earlier.

Or perhaps it was simply the girl next to her making the situation a little brighter.

All the thoughts and feelings the lancer had sought to express earlier bubbled back to the surface, but she quelled them, telling herself it was neither the time nor the place. Strange, hadn't she been readily numb only days earlier? It was as though her experience immediately prior to the battle against Walpurgisnacht had torn open the proverbial floodgates.

After another instant's contemplation, she resolved instead to carry the emotion until she could articulate it.

Mami signaled a stop, and Kyouko looked up to find that their progress through the trees had led them to the edge of a chasm; on the other side she caught a flicker of pink disappearing into the trees.

"Was that...?"

"What I saw earlier, yeah."

It didn't seem to present any threat, but the outlandish entity stayed on their minds, even as they dismissed it and prepared to move on.

The chasm dropped off steeply and swallowed the weak light allowed through by the clouds; it was too wide to jump safely, and given its apparent depth, neither magi was willing to chance it. Fortunately, they had no reason to, as Mami's ribbons allowed them a crossing. She willed one into being from a sheen of golden light before whipping it across the yawning gap. Once over, it tied itself around one of the trees' trunks. Still holding the opposite end, she repeated the process on their side to create a provisional climbing-line.

Kyouko stared. Frankly, it struck her as a terrible idea, not that she could substantiate the feeling.

The gunner turned her back to the chasm, reaching up to take hold of the ribbon in both hands, a second later, her feet joined them and she began to inch her way over.

Her partner took a deep breath before gritting her teeth and following suit.

It wasn't nearly as unpleasant as she had imagined.

Until she looked down. Or was it up? In any case, staring into the abyss, she was suddenly reminded that letting go was guaranteed death. Simultaneously, she also became aware of how much her lifeline was swinging in the wind. She felt herself seize up, and willed her body to move.

 _Put one hand in front of the other, don't think about it, don't look down_.

After several agonizing minutes, each feeling as though they had lasted hours, the pair finally stood on the other side, back on solid ground. Mami cleared her throat shakily, taxed just as badly as her partner by the climb.

She thought it ironic that years of experience fighting otherworldly abominations wasn't enough to make that seem trivial by comparison. But then again, perhaps fighting never got less daunting, perhaps she simply grew better at ignoring the fear.

Kyouko fought the urge to collapse to her knees, and instead tried to lighten the mood, "Hey Mami."

The golden magi, remembering that she wasn't alone, struggled to compose herself; opting not to speak so as not to betray the waver lingering in her voice.

"Hm?"

"I thought of somethin' while we were climbing," the lancer broke into a smirk her mentor had seen countless times before, "are those panties part of your magical girl outfit, or did you choose them cuz' they matched?"

In spite of the cold flushing her cheeks already, Mami managed to blush a little harder.

Oh, right, Kyouko had been climbing right behind her.

She turned up her nose at the unruly magi, but couldn't stop the slight smile tugging at the corners of her mouth, "You, Kyouko Sakura, are a nuisance."

The girl in question had broken into a wide grin at the reaction, "Totally, now let's get movin' before you start to sound any more like Homura."

For a precious few minutes, it felt like their early partnership.

Humor was essential to her as magical girl, Kyouko had learned. Mental trauma could deplete a soul gem as surely as magic expenditure could, so any contractee without a sufficient coping mechanism met a swift and often self-induced end. For instance, she had become aware of Homura's two-fold defense during their relatively short time together. While the enigmatic girl's calculated apathy granted her some emotional distance from her struggles, she supported it with an astoundingly steely will which intimidated even Kyouko.

She wondered why Homura was so dedicated to keeping Madoka safe.

Mami preferred to draw strength from others: she had to stay alive for the sakes' of her friends and allies, or at least for the civilians witches preyed upon. The crimson magi remembered the night they had traded life stories over tea, when the gunner had explained the car crash in vivid detail.

 _"I was viewing the tragedy through a hazy lens; I was on on the verge of fainting from the pain and blood was running into my eyes. All I could smell was iron and burning gasoline. Unable to even turn my head to see my parents, I awaited the end. It wouldn't be long, I couldn't even breath properly; I was distantly aware of a piece of rib piecing through one of my lungs. But then I heard a voice, 'It doesn't have to end this way. Make a contract with me and you can change this fate.' So I did. I didn't even stop to think of my parents. I let them die."_

Survivor's guilt, she believed the term was, and since then Mami needed to be needed.

Once again, the lancer was struck by how cruel she had been to destroy their partnership.

Which brought her back to humor; she wouldn't have lasted even one week on her own had she taken matters too grimly. Even when it was a grossly inappropriate or even unhealthy view of reality, it was better than being dead. No matter what stood in her way, she would mock it, ridicule and belittle it until she could crush it underfoot and never give it a second thought.

Ideals? They were for fools who couldn't accept the world as it was.

Homes? Families? Laughable. She was strong enough to survive on her own.

Witches? Magi were the top of the food chain, and she would prove it to them.

Certainly, she had been cruel to Mami, but that Kyouko Sakura wasn't her now. That Kyouko Sakura was one more thing to be crushed underfoot and forgotten.

Now she was far too wise and mature to hurt the golden magi like that.

(Or so she told herself.)

Still, it was better to laugh at her own follies than to bitterly regret them. It kept her mind light and her soul unclouded.

"Kyouko, you were the one who said we should get moving, weren't you?"

"Huh?"

Mami was staring at her expectantly; she thought about saying that she was actually considering which direction to go, but she knew it was too weak a lie to fool her partner.

"I spaced out, I guess."

The gunner cocked an eyebrow at her, before turning and leading the way into the trees. As the two walked, they fell back into silence, neither wanting to discuss the situation, lest it truly dawn on them how bleak it ultimately was.

Kyouko continued to ruminate.

What was Mami to her? A trusted partner and mentor. Her closest friend. Someone to whom she owed a debt she feared could be too great to repay; when she was wandering the forest alone, she had been ready to die. While she had hardly been in her right mind then, the impulse had still come from a painfully real place. Perhaps the golden magi was-

 _My only family._

An out of place sound stole her attention.

 _Click._

 _Clack._

 _Click._

 _Clack._

Then she realized it was synchronized with her partner's footsteps. She led into her next step with a kick which scattered the snow from the ground, revealing flagstones beneath.

"Mami, check this out."

The blonde obliged, "Flagstones? Perhaps we've discovered a path."

She began to strafe, scraping away snow as she went until she found the edge; the path was wide enough for three people to walk abreast, and looking closely, there was a slight depression in the snow over it. Neither of the pair had any idea where it led as they started down it, but some direction was better than none. The lancer guessed that it could have led to a third gate, but had no way of confirming her suspicions until she could see over the trees. Plus, it wasn't as though barriers were logical in their construction to begin with.

Ahead the path veered sharply to the left; a curious sight greeted the two as they rounded a corner though the trees. A modest wooden arch stood over them, indecipherable runes painted in white across its surface. It was ancient looking: the lettering was chipped and nearly as faded as the wood, which had been entirely stripped of its varnish by the elements. Both girls increased their pace as they passed under it, while the arch groaned under the strain of the wind and its own weight.

The strange sights and sounds one experienced in a barrier numbered as the stars in the sky, but Kyouko was still taken aback by what awaited her around the subsequent right-turn.

There was a village in the barrier.

The flagstone path led inside, where it merged into the street. But that wasn't all: there, rounding the corner at the end of the street, was the source of the fleeting pink she had seen at the gate. This time it was in sight just long enough for her to place it as a pink haired _person_.

As much as she would have liked to believe the figure was, in fact, a human trapped in the barrier, she knew it wasn't. She summoned her spear again, and prepared the enter the village with a hair-trigger.

It was rather quaint, actually. The enlightenment-era architecture was elegant and inviting, and were she not inspecting each shadow for familiars, she might spent a long time comparing it to the Sakura cathedral. Buildings flanked the pair on both sides, claustrophobically close and none below two storeys tall, but all bereft of life. Still, Mami thought she glimpsed a few flickers of candlelight through the windows they passed. Strangely, the snow was thinner here; the village as a whole had only suffered a light coating and the buildings broke the wind, reducing it to a quiet hissing. If night was finished falling, she couldn't tell due to the perpetual dusk cast by the clouds.

They rounded the corner where the pink figure had been, but saw no more of it as they proceeded.

The shops which had been lining the street were slowly overtaken by small dwellings and inns, which were in turn replaced by increasingly affluent homes. Kyouko reevaluated the situation once she and Mami had grown close enough to brush shoulders; the town seemed completely empty. Neither of the girls dismissed their respective weapons, but both allowed their guards to slip. A not-insignificant part of the lancer noted, with dull satisfaction, that the two of them stayed close even once the perceived threat had passed.

 _...What am I thinking?_

She was tired _._ Dead tired, in fact. They had never stayed in a barrier long enough to warrant what she was about to suggest, so there was no precedent for it.

"Mami, let's stop for the night. We can take turns keepin' watch."

Technically, as puella magi, sleep was unneeded, but staying awake with magic was a drain, and they didn't know how much longer they would be inside the barrier.

Sleeping also made them feel a little more human.

"Right, I'll take the first watch."

 _How very like her._

If Mami wanted to play the part of the selfless mentor, Kyouko would let her; everyone needed a purpose, after all.

Most barriers didn't even have houses in them, so she considered herself doubly lucky when she approached one and found it unlocked, then even more so when the interior was warm. For safety's sake, the two began to explore the entire homestead for potential threats. The foyer they had entered into was small and branched off three directions; to their left was a parlor, before them was a long, narrow hallway ending in a closed door, and immediately to their right was a staircase which traveled upward parallel to the hall.

Two pairs of eyes searched the shadows as the gunner closed the door behind them, leaving the house dark and silent. After a cursory inspection of the parlor, they soundlessly agreed on investigating the hall. They crept down its length, both on alert for the slightest sound; the enclosed spaces of the home had reignited their paranoia through some combination of primal fear, and the fact that their weapons became unwieldy in the tight halls.

Once she was close enough to reach out and touch it, the vermilion magi noticed the faintest flicker of a candle's light slipping under the door. She glanced back at her partner for confirmation, who brandished a rifle and nodded in response. It was time; she steeled herself and threw open the thick, oak door to reveal-

Nothing. It was an empty dining room.

In the center was a rough-hewn table, set for three, with a lit candle between them; each place had a partially full bowl of stew with the utensils still inside. It seemed the home's previously occupants had vanished in the middle of a meal.

No, that was wrong. Barriers were only populated by familiars, any humans inside were soon to be devoured. A witch's barrier couldn't support conventional life.

By then again, this was hardly the creation of an ordinary witch. The figure which they had been following, did it live in the village? Was it populated entirely by similar creatures?

Kyouko decided it better to dismiss the nagging doubts; beings on the lower rungs of the food chain didn't warrant her sympathies.

There was a lit candle on the table because the witch had willed it to be so, and nothing more. It was all insignificant, she decided.

She seized the candle, and with Mami, returned to the foyer. All that remained to be explored was the upper floor. The lancer shuddered as her first step was rewarded with a resounding creak, then, once her second and third elicited similar reactions, she abandoned all pretense of stealth and bounded up the staircase. Her partner, clearly exasperated, followed in her wake a second later.

At the top, turning left was the only option, and revealed a series of adjacent rooms which were above the long hall of the first floor.

The pair searched each of them; first was a study, complete with an array of books, manuscripts, and unorganized writings scattered about. Kyouko collected one from the floor and held it to the candlelight, to find it was written in the same nonsensical script which had been on the sign outside of town.

 _Would it mean anything if I could read it? Probably not._

She discarded it as they moved on. Next was a bathroom, she supposed it might be useful.

Bizarrely, there seemed to be no windows anywhere in the house. At least, not until they reached the last room. Located past where the dining room would have been on the first floor, it stood at the inner corner of the building.

She opened the door, revealing a bedroom. It was a rather Spartan affair: there were no embellishments and only four pieces of furniture. The single bed was against the wall opposite the door, besides it was a plain nightstand, the foot of the bed faced a floor-to-ceiling window with a single chair and table before it.

In spite of its simplicity, or possibly because of it, the room held a certain beauty with the moonlight steaming-

 _When did it become night?_

A look out the window revealed the parted clouds, and behind them, an unset sun haloing an almost comically over-sized moon, which had risen to eclipse it.

Strange, she had learned the moonlight to be the sun's rays, reflected from the other side of Earth. But then again, she didn't really expect witches to strive for cosmological accuracy to begin with.

The gunner crossed the room and took a seat beside the window, "We've searched every room. Get some rest, I'll keep watch like I said."

Kyouko obliged, taking off her boots and placing the candle on the nightstand, before laying down on the bed. The thick duvet wasn't necessary.

She closed her eyes. It was warm and quiet, and with her partner there, extremely safe.

Several minutes worth of counted sheep passed.

She couldn't sleep at all.

Thoughts cluttered her mind, standing impassably between her and dream. Thoughts mainly revolving around the girl by the window, her only family. They had made amends with each other, so why was there still guilt coiling in Kyouko's chest over days long past?

Perhaps she didn't do enough. After the betrayal, she had never offered the golden magi anything; was it not presumptuous to simply waltz back into her life with only a tearful apology? Of course she would say that their partnership was repayment enough, but the lancer suspected it simply wasn't in Mami's character to make demands.

But that didn't mean Kyouko wouldn't fulfill them.

She knew exactly what could finally make the gunner happy, and how convenient too, since it was the answer she herself had been searching for during their crossing of the barrier.

Her eyes opened, "Mami," the girl in question turned to her, and was silhouetted beautifully in the moonlight, "there's some things I've been meaning to tell you."

Perhaps sensing the intent in the statement, the blonde left her post to sit beside her partner on the bed.

"When I woke up at the edge of the barrier, I was by myself. I must've spent a few hours wandering the woods, and when I tried to contact you, I couldn't sense anything. I thought you didn't make it. I was utterly alone, and for a moment I thought, 'Maybe it would be better to just die here.'"

As she recounted, she stared at the ceiling, focused entirely on articulating and willing her voice not to break. The gunner swallowed hard.

"I think that, right then, I understood exactly what I did to you when I stabbed you in the back. And I know that we gave our apologies before Walpurgisnacht, but...it wasn't enough. You were right not to forgive me."

The other girl began to protest, "Kyouko, that isn't what-"

But was cut off, "But I'll fix this right now. Mami, you are all I have left. I love you."

Both parties fell silent in the wake of the charged sentence.

She reached up as if to caress the blonde magi's face, but instead grabbed her collar and pulled her down.

Kyouko kissed Mami. Kissed her with every shred of emotion she could possibly muster, hoping to convey her absolute sincerity.

She had never been good with words anyway.

After a moment, they broke, confused and fulfilled; inches apart, they locked eyes before Mami returned the favour.

The gunner's response was simple, "I love you, too." Then, almost as an afterthought she added, "And I forgive you."

Thanking every god that would listen, the lancer broke into a wide, genuine grin. Unfortunately, now she was even more wide awake then she had been a few minutes ago.

"Uh, Mami, weird question, but do ya remember when I slept over at your house after our first hunt together?"

Certainly, the golden magi remembered it well. It was in a Kazamino back-alley that she had stumbled across the newly contracted girl chasing down a familiar. While Kyuubey did enlist girls, it rarely took it upon itself to offer them any more than a vague explanation of their duties. So Mami did it herself, whenever she could.

She had spent weeks training the burgeoning spear-wielder, all the while making sure the girl understood exactly how serious a task it was to face a witch. Of course, no amount of talk prepared her for the real thing; she was terrified and her technique suffered as a result. Had her mentor not stepped in to aid her, she would have been gutted, instead she merely had to endure a deep laceration along the collarbone.

" _It was a learning experience,"_ Mami had said, before bringing a shell shocked Kyouko back to her apartment. A night would be enough for her wound to heal; she didn't want her family asking questions.

The red magi hadn't been able to sleep on that night either.

Each painful throb from beneath the bandages had brought her back to that first battle, the terror and pain. It was only with Mami's help that she had finally gotten some rest; the older girl had read to her until the early hours of the morning, when she could keep her eyes open no longer.

Perhaps that would suffice once more.

"You're saying you want me to tell you a story?"

The vermilion girl nodded shyly.

"It's just for old times' sake, though."

"Of course it is, Kyouko."

Something humorous? Something tragic? Actually, she knew a folk tale which she could embellish nicely for the occasion.

The gunner cleared her throat, "A gentle rain began to fall on the funeral procession; the raven haired girl watched from the side of the road, reflecting on how strange it was that it was dedicated to her."

As she wove together the tapestry of lore, plot and character, she grew increasingly impassioned, extending it _far_ longer than she had intended to.

Perhaps it just her ego speaking, but in her opinion, it was a wonderfully original and well-delivered take on the story, not that Kyouko knew. She had fallen asleep right before the resolution.

* * *

 _There was a sudden downpour. As I watched my own funeral, I thought the worst part was that I couldn't feel even one raindrop. Or perhaps it was that I couldn't wipe away even one of her tears._

 _..._

 _Our faces were inches apart, separated only by the window, but she looked right through me._

 _..._

 _It was a lie. Our communion was a lie._

 _..._

 _When she saw the ripples on the water, she fled._

 _..._

 _A thick mist began to forge through the walls. As I stood before her, seething at the betrayal, she looked upon me for the first time._

 _..._

 _She was running from me, pale, stricken, terrified. I had made an irredeemable error._

 _..._

 _Finally, she was by my side again. I wept into her shoulder, apologizing for all I did. She simply smiled and took my hand, before-_

* * *

Kyouko woke with a start, still blinking the last vestiges of the dream from her eyes, though they remained in mind. It was hazy; she only held onto a few scenes and images, but she was fairly certain it had been about the story Mami told her. Come to think of it, she had fallen asleep before she got to hear the ending.

 _I'll have to ask about that later._

A quick inspection of the room informed her that she hadn't overslept; the candle was still lit and moonlight still bathed her. It also bathed the gunner, who was blinking groggily at her from the window.

"You want a double shift I take it?"

Clearly unappreciative of her jab, Mami simply shook her head and began to make her way across the room. The red magi rose and stood to the side as her partner collapsed into bed.

Before she left to take her post by the window, she couldn't help but run her fingers through the blonde's hair a few times, eliciting a relaxed sigh from the half-asleep magi.

It was going to be a long night, but at least it was a beautiful one.

* * *

Mami woke up when the candle had expired and the moon was setting. They left quickly, but not before Kyouko discovered that the bathroom (somewhat anachronistically) had running water.

Outside, the clouds had covered the sky again, although the snowing had slowed slightly. The partners, weapons out once more, walked comfortably close together, and much of the sinister atmosphere from the previous night had evaporated.

After what seemed like mere minutes, they found themselves at the outside edge of the village.

Past a thin layer of trees ahead was a rusty iron gate, pulled ajar by a pink-haired sprite slipping through.

The lancer inhaled sharply; the sinister feeling began to creep back ever so slightly. Well, she would have expected no less from a barrier.

Hand in hand, the pair crossed the distance and passed through the gate.

* * *

 **Author's Notes: It really was heartwarming to finally put these two back together. Out of everything I've drafted, I'm extremely satisfied with how this chapter came out and how smooth the writing process was; it might turn out to be the closest chapter to my original vision of it.**

 **Expect a more action oriented chapter with more character interaction next time.**

 **If there's a lot of demand, I should be able to update more frequently. Please remember to review and let me know what you think! Nothing is more satisfying than seeing that this was read, and hopefully enjoyed.**


	4. Nocturnal

**Chapter 4: Nocturnal**

* * *

It wasn't quite as intimidating as the first area of the barrier, but the withered, shedding pines where they now walked were hardly inviting. Kyouko stumbled through the deep snow, wishing in vain for another enigmatic path to follow.

The pink... _creature_ must have passed through; they were only moments behind it when they had crossed the gate, but there was no evidence of its passage. Not even one footprint marred the snow ahead. Her hopes of it leading the two of them to another safe area, it seemed, were dashed.

Not that anywhere in a barrier was truly safe, particularly not the barrier of a terrifyingly powerful witch, such as their target.

It would take a miracle for the two of them to dispatch the monster formerly known as Madoka Kaname, but the lancer firmly believed. She had to; the surest way to kill a puella magi was to cast them into despair.

If they needed a miracle, she would make one with her own hands. Actually, she now realized that they came about in no other way; if one had to sell her soul for a miracle, then it was no miracle at all.

The vermilion magi looked over to Mami, who smiled reassuringly back at her.

And what was one more miracle, given what she had already accomplished the previous night? Each glance and fleeting touch from the golden magi now left her pleasantly warm, and with none of the lingering guilt from days past.

But despite that warmth, it was growing steadily colder around the two. As it became increasingly palpable, it also became visible; there were waves of frost rippling through the air opposite their direction.

 _That sound...?_

There was something else too: an echoing, distant, roaring noise. In the next second she placed it as the sound of rushing water, which meant-

 _Is this mist? We must be close, then._

The lancer's suspicions were confirmed a moment later. When the pair of magi broke through the tree line, they found themselves standing along the bank of a furious river. It was wide, far wider than the chasm had been earlier; on the other side of it stood a polished steel gate.

Wait.

There was no entrance, she was only looking at the fence.

It briefly occurred to her how lucky they had been to have stumbled across the earlier gates.

Still, the question of which direction to search for the gate remained. She looked down stream to find only swelling waters and anemic trees, but looking towards the source of the river revealed a far more interesting sight: a waterfall.

Kyouko slowly followed it back up with her eyes; at the bottom, the crashing water begot clouds of freezing mist. The water cascaded down from an ebony cliff nearly twice the height of the trees, and sheer, with the exception of a few crevices and protrusions in the face. Finally, at the edge of the precipice, the river was parted by a single boulder directly in its center.

Standing on the precarious formation was a pink-haired figure.

The majesty of the scene seemed like something out of a fairy tale; such was the world when one creature, fueled only by passion, controlled it.

Kyouko knew which way they would go.

Mami spoke up behind her, "It almost looks like..."

It was perfectly clear who the entity resembled, but neither of them wanted to say it. Though it had, by all measures, done nothing harmful thus far, the lancer couldn't help but feel there was something perverse about a witch appropriating the form of the girl she once knew.

Even if that witch was the girl.

While the pair approached the cliff, the figure turned and retreated up river, stepping gracefully along the surface of the raging waters.

As with the chasm and previous barrier, it was the blonde's ribbons which allowed the traversal of the more difficult terrain. She clasped her partner's hand, strengthening the grip with a ribbon wrapping them from elbow to elbow, then sent a second one up the cliff face. Once it found purchase in one of the deeper cracks, the two began to ascend; the vermilion girl declined to look down, but at least this time her confidence in the gunner was unquestionable.

Mami allowed the ribbon to flow downward and tie itself around her waist as they reached the end of its length, then, with her hand free, she sent one more up and over the top of the cliff. In one more contraction they were standing on the edge beside the falls; it was an area similar to the riverside below, strikingly similar, in fact.

There was even another waterfall ahead, albeit a much smaller one.

The sprite was still present as well.

It was walking briskly up the river as easily as any solid path, before disappearing into the deluge of the second falls.

Was it foolish, Kyouko wondered, to trust any being within the barrier? Could the docile familiar be of any use to an intrepid magi? Many familiars only fought on the command of their witches', so perhaps one would surreptitiously aid a human under its mistress's nose. Of course, if it was a ploy to escape from under the witch's yoke, then the lancer would have to hunt it down too, lest it escape and become a new witch. The owner of this particular barrier was not one she was willing to hunt more than once.

But then again, the pink haired sprite could have been an anomaly for all she knew.

 _It's not like we have a better plan though._

Pursuing it has brought results thus far, so she would continue to do so until such a time that it didn't. As such, the pair approached the second cliff into which their target had disappeared; there was nothing immediately apparent, only more mist and the echoing roar of the falls.

Wait, echoing?

The sound was resonating from behind the water, and sure enough, upon closer inspection, a narrow rock shelf led off the riverbank along the cliff before vanishing into the mist. It was the vermilion magi who went first, pressing her back to the cliff and sidling along the shelf. As she passed behind the cascade, the shelf began to curve inwards, deeper into the rock, until she found herself standing in a cave, damp and filled with the sound of crashing water.

Mami arrived a moment later. They couldn't see how deep the cave went using only the scant light filtering in. The lancer sighed and took her soul gem into her left hand; she hated having to do this. With an impulse, the gem began to shine, not as brightly as she would have liked, but brilliantly nevertheless; the area was instantly cast in ruby, revealing that the back of the cave extended into a wide tunnel.

It seemed that going deeper was the only option.

Although it seemed obvious now, she had never really stopped to consider it before. Caves were actually rather disgusting. The rock was slick, condensation dripped from the ceiling and fungi of all types had spread across every available surface. Lastly, if she wasn't mistaken, the smell permeating the area was one of decay. But at least it was wide enough that they didn't have to touch the walls.

 _I spoke too soon._

The cave bottlenecked immediately in front of them, and severely enough that Kyouko was forced to edge through, scraping her nose against the rock. Her partner followed a second later, albeit with somewhat more difficulty. As the pair moved further, the wet slickness of the rock was gradually replaced with an icy one; simultaneously, a handful of faint green lights came into view ahead. The red magi drew her spear, prepared to strike them down at the first movement.

...Which left her rather embarrassed when they moved closer to find it was simply a series of glowing moss patches. Mami failed to suppress an amused hum from behind the lancer, much to her annoyance.

"...You knew and you didn't bother tellin' me it was a goddamn fungus?"

"I didn't see any pressing need to."

Humor returning, Kyouko straightened her posture melodramatically, before flipping her hair and fixing the gunner with a smoldering look, "You, Mami Tomoe, are a nuisance."

For a moment, they simply stayed in the glow, smiling at each other before Mami said, "Certainly, now let's continue before you start to sound any more like Homura."

Surprisingly, it actually became a little brighter deeper into the cave; the patches of luminescent moss along the walls grew larger and more numerous.

Around the next corner there was a noticeable drop in temperature, even compared to the frigidness which permeated everything else in the barrier. Then, slowly, a glow distinct from that of the moss filled the icy corridor whilst they proceeded.

The pair paused as the lancer dialed back the intensity of her own light; it took her a minute to realize that _the walls_ were the source of the glow.

Somewhere along the way they had transitioned into a dark, translucent ice, through which light, which she assumed to be from the surface, filtered down. Although the dim glow left the tunnel with a somewhat ominous ambiance, she thought it was also quite pretty; the ice, and the water undoubtedly above it left the light tinted a pale blue.

Having been privy to many barriers, she could safely say how bizarre it was that this particular one had so many striking features. While the otherworldly landscapes of most might have seemed more interesting in theory, they actually tended far more towards the macabre and unsettling than the beautiful.

It also occurred to her that should the ice be pierced, the two of them were surrounded on all sides by water; she supposed that they were in a part of the cave system which would otherwise be filled by the river above.

While the ice seemed mostly uniform in thickness, there were a few noticeable patches where the light penetrated much more powerfully. It was through these that the occasional silhouette could be seen: objects passing through the waters around them, such as branches and stones.

Or a decrepit hand pressing against the ice.

"Mami!"

The other girl stopped to regard it just as it began to pound against the wall with an impossible strength, sending a spiderweb of cracks over the surface. In response, she promptly turned back and spoke one word, "Run."

Hardly a heartbeat passed before both magi were tearing down the corridor, scrabbling for purchase against the ice every step of the way.

 _Thud._

 _Thud._

 _Thud._

The pounding continued at a regular pace behind them, each impact sending another shock of adrenaline through Kyouko and threatening a nauseatingly bleak demise.

She could, after all, hardly think of a more unpleasant way to die than by drowning.

Her panic was blunted, if only slightly, by the return of the walls around them to stone, and for a moment it seemed that their escape was drawing near.

Until the ice gave way with a sickening crash and the roaring of water filled the tunnel behind them.

The lancer strained herself to the absolute limit: jackhammer heart sending the blood screaming through her arteries, tendons taut like piano wire, every muscle rippling, threatening mutiny and ready to tear under the stress. At some point she had unknowingly seized her partner's hand, ready to drag the other girl to safety should need be.

But there, ahead of them, was safety; the tunnel led into a massive cavern with a sinkhole at its heart.

Though her body cried out for mercy, she managed one final burst of speed. The path swerved right ahead; as she reached the edge, she took the turn on a dime, feeling as though her ankle might snap under the force.

It was close enough that the water nipped at her heels as it tumbled into the abyss.

Both girls allowed themselves to collapse to the ground as their momentum petered out; "Goddamn," Kyouko muttered.

Killing demons and monsters was an everyday occurrence to her. But that? She hoped she wouldn't have need to replicate that sprint any time soon.

Mami rolled over and pulled the red magi close, "We made it." She didn't feel the need to respond, and instead simply relaxed into the embrace as she took in their new surroundings.

They now found themselves in a massive, cylindrical cavern; the centre was a pitch black, yawning pit which she couldn't see across, up or down. The path which they had been following was now devoid of the moss, and traveled in a counterclockwise spiral up the walls, into the beckoning darkness.

Getting back to the surface would be a necessity to continue, and they were on the correct side of the still-flowing water anyway, so advancing up the path was the only option, she decided. Though her partner's heartbeat was calming, and her warmth inviting, the lancer regretfully managed to will herself back to her feet and initiate their march upwards.

* * *

Some minutes passed. Mami was entirely unsure of how many; the monotony and unrelenting darkness were having an effect not unlike a sensory deprivation chamber on her. There was a piercing absence in the air, not a bombastic change, but no less affecting because of it. The magi were now deep enough that the wind was gone, and with it, all other sound from the surface.

Inhale.

Exhale.

Her own footsteps echoing back to her.

The sound of the water hadn't slowed either, it seemed they were right in their assumption that the river had lain above them. All was swallowed in a grave silence broken only by the water and the two of them.

Footsteps.

Breathing.

They never saw the rest of whatever had broken the ice. Her grip on the rifle tightened at the thought. The pair were very clearly the only source of noise in the cavern, thus it would be trivial for some creature to track them, unseen, from the darkness. It could have been approaching at that very moment; she threw a glance over her shoulder and saw nothing.

Just like everywhere else.

Kyouko gently pulled her to the right. In her distraction she had slowly been drifting towards the edge. The lancer, either in her surprising perceptiveness, or perhaps simply wanting to dispel the eerie mood, inquired, "What's up with you right now, Mami?"

A moment passed before the yellow magi was able to explain the feeling of a thousand eyes watching them from the shadows, "I'm not sure, it's just this place. I can't see anything coming and I just feel like we're too exposed, too easily hunted. I suppose I'm simply getting a bit paranoid."

The crimson magi took a deep breath and loosened up, weapon hanging limply at her hip, "I understand, just try to keep your head, alright? And don't worry about it; it's normal to be a bit on edge when you've got somethin' to protect."

 _Striking,_ was the word Mami would have used to describe her partner's counsel; the other girl could be reflective and nuanced, wise even, when it mattered. Sadly, Puella magi often possessed a wisdom beyond their years.

The gunner broke into a smile and spoke, "You're right. I have a proposal, then: I'll protect you and you protect me."

Simultaneously, she switched her rifle to her left hand as Kyouko seized her right in a fast grip, "I wouldn't have it any other way."

Indeed, they had always done their best work whilst fighting as a pair, but there was something irresistibly uplifting about actually expressing the sentiment to one another. If nothing else, it illustrated difference between fighting together to be protected, and fighting together to protect.

Thus, they ventured further, each feeling safe in the other's care, and confident that the other was safe in their care.

Suddenly, Mami stopped them and the cave fell silent.

"...?"

"Just cooperate for a moment."

She allowed them to advance for another moment before pulling a second abrupt halt. For the second time, the lancer didn't notice anything amiss.

"Listen as we stop, Kyouko," Mami instructed with a terse whisper.

They repeated the process once more, but this time she heard it: another set of footsteps behind them, stopping at _almost_ the same time. Almost, however, wasn't perfect, and imperfection was all they needed.

"Something is trying to mask its footfalls with our own."

She held her finger on the trigger as they walked further; she needed only for their pursuer to draw slightly closer before she could take an accurate shot based on sound alone.

"Get ready."

Then, in a single fluid motion, she whirled on the creature, drew, aimed and fired. It was an immediate and severe reaction as the she hit her mark: a strangled screech resonated through the cavern whilst a pale blur tore out of the darkness towards them.

Something was entirely different and entirely wrong about the misshapen thing, which Kyouko presumed to be a new type of familiar. It instantly provoked a new sort of disgust and an instinctual fear in her; such a hellish mockery of the human form shouldn't have been. But, perhaps fortunately, she was denied the opportunity to study it more closely, as a reflexive blow from her spear ended the battle before it could begin.

The only things she saw before it was sent tumbling into the abyss were a completely blank face, and limbs. No legs, far too many arms, too long, too pale, too decrepit.

 _Disgusting._

Even the gunner was disturbed by the sight, "I hope we never have to see another of those... _things,"_ she murmured, pulling her partner ahead at a brisk pace.

Were it not for the miniature waterfall their entrance created sounding infinitesimally quieter with each passing minute, they might have thought their progress to be halted. Even then, Kyouko was toying with the idea that the barrier's proprietor had trapped them within some sort of cruel Möbius strip.

That was, until a stray glimmer of pink pierced the darkness from above.

A clue? An exit, dare she dream?

With that, the pair were reinvigorated and jogging up the spiral, hardly paying heed to the path's edge. At that point, she would have settled even for more tunnels, so long as it meant a proper and constant source of light.

One oft overlooked fact she had learned as a puella magi was that there were some parts of human nature which were insurmountable, no matter the conditioning or training. For instance, man was never meant to be nocturnal; even though she generally considered herself to be a night person, their extended stay in the caverns had awoken a thirst for sunlight in her she hadn't realized she possessed. Although, if her time on the surface was any indication, she would hardly find any desirable light there either.

She nearly stumbled off the path as it veered sharply into the wall, creating a hallway; her dissatisfaction at the blunder, however, was dispelled by the light pouring into the corridor from around the subsequent corner.

 _Finally._

The pair reached the end and turned into the light, revealing its source: another massive chamber, made entirely of ice which channeled in the sun's rays, similar to the tunnel earlier. While the light was hot, far hotter than it had any right to be, it seemed that the ice had diluted it enough so as not to burn them.

Mami led the way into the veritable colosseum of ice; the oblong cavern was completely lit by emanations from every surface, while idiosyncratic patterns of rays were scattered by the stalagmites and stalactites. Said structures were formed by steady drippings from the ceiling, somewhat alarmingly. She wasn't sure if they were still below the river, and she hoped that knowledge wouldn't be thrust upon her. There were also dozens of alcoves carved into the walls at varying heights, seemingly like balconies, but the most surprising feature of all was right before them. Twice in the chamber, once at the halfway point, and again right before the back wall, the floor split in a tall and sheer elevation. As a result, the cave ended up looking not unlike a titanic staircase.

It was actually far less slippery than Kyouko had expected it to be, a fact she suspected was due to the heat. While the channeled sunlight was robbed of strength by its journey, it remained hot enough to keep the cave in a perpetual state on the edge of melting. Each step left her sunken a centimeter or so into the malleable surface, providing a marginal boost in traction.

A droplet of water from above struck the tip of her nose. Every surface was not only shimmering, but glistening from beaded water covering every inch. Once again, she desperately hoped that the river didn't lie above this area too; the melting ceiling was as far from reassuring as could be, and she was beginning to wonder if the drippings were coming from it, or instead a body of water overhead.

She didn't break stride as the approached the first stair; though it stood taller than she did, it was nothing the couldn't be overcome by a magically strengthened leap. There was another tunnel in the back wall beyond the next stair. While it was close, looking into the darkness again left her seized by a sudden dourness. How much longer would it take them to reach the surface?

 _But it's not like we'll find anything up there, either._

On the surface there would be progress, yes, but if that progress served only to speed her way towards an impossible battle, then she was hardly eager to receive it. An apathetic weight slowly descended onto her shoulders as she mused, but she neglected to cast it off. It would be oh so easy to simply give up on caring, after all, she was already experienced in doing so.

Her lingering bravado from when they had entered through the gate melted away like so many ice crystals in the sun. It was at that moment that she realized how just difficult it was to create a miracle; she supposed that was the reason they were miracles to begin with. Their opponent had fate in its favour, it seemed.

Another thought crossed her mind: she would have loved nothing more than to somehow escape, to run away with Mami and let the world burn. But even if she could manage that, the other girl would never agree to it.

 _And what sort of life would await me then, anyway? It wouldn't free me from being a puella magi._

Just as a hint of despair began to gnaw at her soul gem, she felt the gunner wrap an arm around her shoulder.

"Kyouko, now isn't the time to be brooding. I'm listening if you need to say something."

Her eyes didn't leave the ground, "What the hell are we doing?"

"...Pardon?"

After a second more, the lancer pulled away, whirling on her partner, awash with uncertainty.

"What are we doing, Mami? We're stuck in this barrier, thinkin' that we're gonna go kill some witch stronger than goddamn Walpurgisnacht!"

She began to pace, gritting her teeth as she spat question after question, "How the fuck are we supposed to manage that!? How are we supposed to even scratch it? And that's-" she sputtered, "that's Madoka! Are we gonna fucking kill Madoka!?"

This time her partner didn't interrupt, feeling it would be better to allow the fiery girl to tire herself somewhat.

"What's the point of trying?" the lancer slowly grew quiet again, "Why don't we just run? If we'll die, I at least want to do it in a comfortable place, not in some hopeless battle. I'm tired of fighting."

Now, Mami decided, was the correct time to step in.

"A minuscule chance of success is still a chance. Consider this, if we run away, like you suggested, then we are guaranteed to die. We'll have the opportunity to die comfortably, I'm certain, but we won't even get an opportunity to kill the witch. Think of all the people that will die if-"

Actually, she knew that wouldn't be the best motivator for the other magi.

"Think of yourself, and me too. If you fight, you have a chance, no matter how small, to save both of us, which is more than can be said for running. You told me yourself what it's like to have someone to protect, didn't you? And, if we die then, we can go out battling together, just like old times. I'll remember the promise, I swear."

Slowly, she began inching across the distance the red magi had put between them.

"As for Madoka, she would never want," a wide gesture indicated the area around the two, "all this. She would never want to spread despair. This witch is _not_ her, and were she watching us, she would agree that it needs to be killed."

A drop of water landed on her.

"So Kyouko, please keep fighting," Mami leaned in and kissed the other girl on the cheek, "if not for yourself, then at least for me."

As though taken aback, the recipient found her eyes widening and clenched fists trembling. Slowly, she began to let it go, knowing that no matter how much she wanted to protest, she couldn't bear to deny her partner this.

"For you, Mami. Make no mistake, only for you."

While it wasn't the affirmative declaration of support the gunner had hoped to inspire, it would suffice.

Which was fortunate too, since the pair were quickly shaken from their contemplation by a strangled screech in the distance. Then another. And another. By the time the screeches had grown into a bloodcurdling cacophony, both magi had already climbed the final stair, and were sprinting towards the next tunnel.

A brood of the familiars from the black cavern swept into the chamber, scrabbling at the ice, seeking the prey close at hand. As she plunged through the exit, Kyouko, unable to resist her morbid curiosity, chanced a look back at their pursuers.

It was even worse than her earlier glimpse had led her to believe.

Each of the familiars was a sort of terribly malformed man-centipede; pale, featureless and with bodies carried on seemingly innumerable arms, the creatures tore through the cave with terrifying speed. The muffled screeches and cries resounded from beneath the sealed skin over their faces, leaving the sounds of the growing horde eerily muted.

As she and Mami barreled down the tunnel at breakneck speed, she tried not to image those many arms catching her and tearing her to shreds, she truly did. But it was difficult when she began to hear them pour in behind her; the way the narrow space magnified their various utterances only made it worse. The hot vermillion light projected by the gem on her chest could only manage so much, and it was all she could to focus on not falling. Her partner, however, had ranged abilities and no such reservations.

The golden magi was firing shot after shot over her shoulder at the approaching familiars, occasionally downing one, sending it crashing back into the ranks behind. No matter her efforts, another one of the creatures would replace the fallen, or, like the hydra, even two. It wasn't until Kyouko could have sworn that she felt a filthy hand snatch at her ponytail, though, did the gunner take drastic measures.

She allowed herself the fall slightly behind her partner before spinning the face the swarm.

"Tiro-" the barrel of the cannon swallowed up the entire tunnel, "Finale!"

Only ashes on the walls remained, but there were still more familiars to come; the pair didn't spare a moment in their escape. No sooner had they started running than did the howls begin anew, yet both magi were relieved, for at the same time they began to see a light penetrating from ahead.

 _Almost there!_

Kyouko had reached the point of allowing a trickle of magic to ease the burning in her lungs by the time they approached the exit.

Then, when the end of the tunnel led to a dead drop, straight down into the darkness, she figured she had approximately five seconds before she died either way.

 _One._

The light she had seen, it was coming from a hole in the wall across the void she now stood at the edge of. An icy draft was blowing snow inside; that had to be the exit.

 _Two._

Mami caught up, but could see nothing for her ribbons to grab onto in the darkness. It wasn't like she had the time, anyway.

 _Three._

Could the two of them manage that jump using magic?

 _Four._

There was only one way to find out.

 _Five._

One of the creatures, unable to stop in time, plunged over the edge as the magi launched themselves towards the light. The lancer's blood roared in her ears and she held her breath. How long had they been in the air? It felt like hours; she briefly debated whether falling to her death would more or less unpleasant than going out fighting.

All those thoughts were dispelled as she slammed into the ground on the other side, rolling into the snow and sun (or at least the pale glow that managed to pierce the clouds).

Mami came to her side as she picked herself back up, "It seems we made it again." Oddly, she didn't sound quite as happy as she should have been. Kyouko thought she saw why in a cursory glance at the other girl: her soul gem was nearly one third corrupted. Then, realizing that she had payed no mind to her own since their reunion, the red magi looked down to find her own nearly one quarter blackened.

She resolved to hasten their progress towards the witch.

But for now, that didn't matter. All that mattered was crossing through the polished steel gate before them.

So they did.

* * *

 **Author's Notes: This entire chapter actually sprang up from a mental image I had of Mami and Kyouko seeing the pink being standing atop the waterfall. That was one of the earliest things I thought of when planning this story, but the rest of the chapter with all the cave exploration was one of the last things to come about.**


	5. Dirge

**Chapter** **5: Dirge**

* * *

They found themselves trudging through the forest yet again.

The clouds were even thinner here than they had been in the village, and the meager light they allowed through was enough to both keep the area a little warmer, and to rapidly sunburn Kyouko. It was around the fourth cycle of peeling and regeneration that she began attempting to shield her face using the head of her spear, much to the amusement of her partner.

Though the other girl's utterly impractical cap didn't keep her head warm, nor shield her from the light, she at least handled being burned with more grace than the fiery magi.

In frustration, she allowed her spear to dissipate, before snatching up two handfuls of snow and pressing them to her cheeks, "Goddammit. What's the point of all these piss-off factors over just tryin' to kill us?" The gunner might have suggested that they were intended to reduce morale, but she doubted that much forethought went into designing barriers, plus, she was too busy giggling (politely of course) at her partner's antics. She was quickly sobered, however, by a spray of snow to the face, delivered courtesy of an irritated Kyouko, "Oi! I don't appreciate ya laughing at me either!"

"Sorry about that, Kyouko," the golden magi said, wiping the snow from her face. Though it was, for the most part, in good fun, she couldn't help but feel a little damped by the other girl's outburst. Tensions tended to run higher as need for grief seeds increased, and not simply because of the danger either; as a girl's soul gem became tainted, so too did her mind.

Mami knew that the vermilion girl meant nothing by it, knew that the state of her own gem was to blame, yet was still more saddened than she should have been. And perhaps Kyouko wouldn't have been so irritated to begin with were her gem cleansed.

Still, it was unlike either of them to become distracted in a barrier; that, the lancer could only attribute to the enormous time span of their current hunt compared to an ordinary one.

Over the next few minutes, she mulled over apologizing as well.

 _Did I go overboard there? She realizes that I'm not really mad, right?_

But by the time she decided to do so, the moment had long since passed, leaving her only with the conclusion that human interaction was an impossible skill to truly master. The amount of time magical girls spent at each other's throats both metaphorically and literally could certainly attest to that.

When she finally tore her eyes away from her feet, what she saw through the rising snowdrifts was not another gate, but a spire piercing the tree line. It was all the pair had to go on, so they slowly began to swerve right, towards their new destination. It took several more minutes of trudging before they reached the tree line, during which time she realized that some snow had gotten into her right boot; she desperately wished for the inside of whatever structure they were approaching to be warm.

She was woefully unequipped for the cold, as was her partner. Come to think of it, she couldn't remember ever having seen a magi whose costume afforded them winter coverage.

 _Who even designs these?_

It was never actually made clear to her whether or not the costume was an automatic part of the contract outside incubators' control, like the magi's powers. If not, she pitied the magical girls of the northern hemisphere.

A bone chilling gust of wind swept through, as though sensing that the trees could no longer protect them; it actually left her glad for the blistering sun. That being said, while getting burned _and_ frozen evened out to a degree, it was no substitute for simply not having either.

She wondered how much magic the two of them had already spent passively on frostbite.

Hopefully though, she thought, they would get a respite from the cold soon, as the home of the spire was now before them. The land ahead descended into a low, blasted tundra; massive craters littered the surface and ice grew into patches of shattered earth, while boulders scattered over the area like snowflakes. In the very midst of the tumult, some distance out, was a ashen stone fortress upon a plateau.

A lone, twisting spire extended its embrace to the heavens, looking majestic, if somewhat out of place in the centre of the squat castle. Even more so given the utilitarian design of its other features: the defensive wall lacked even merlons, while the unadorned, rectangular structures which dominated the architecture could be discerned even from the girls' standpoint.

An equally mundane bridge connected the plateau to the tree line near them, and they, again having no other compass, decided to follow it. Something caught Kyouko's eye near the halfway mark of the long crossing: an eerie, yet alluring pink haired figure was standing just inside the portcullis ahead, hiding its face in its hands. It turned and retreated from sight before they were close enough to interact in any way.

The encounter left her, somewhat against her own will, more confident in their choice to enter the fortress. " _Don't let that thing validate you,"_ part of her mind hissed, "y _ou have no idea what it is!"_ But at the same time, she couldn't convince herself to ignore how fruitful following it had been to them. Well, relatively fruitful. There was nothing to be gained by following, only losses to be prevented.

Paradoxically, it was almost striking how _un_ impressive the fortress was once they had crossed inside. Were she to use an analogy, the crimson magi would have described her surroundings as being like building blocks. It was not the lavish fortress of a king, but rather that of an overburdened and under-supplied field marshal. The buildings were mostly cubic, connected by small bridges, and stacked against one another in a rather lacking facsimile of a single, expansive structure. Another feature they all shared was their tendency to cluster around the spire, which rested at the centre of the court.

Spinning back towards the bridge, she noted a small chamber built into the wall above the portcullis, as well the staircase leading up to it, carved parallel to the wall.

"I'm gonna go cover our asses, Mami. Hold tight."

Entering the chamber revealed exactly what Kyouko had hoped it would: the mechanism for the portcullis. The heavy iron gate itself was suspended by two spools of chain connected to each other by a steel axle; there were two levers on the floor as well as a gripped wheel on the wall.

She approached the wheel, taking hold and giving it an experimental twist to get a feel for the weight.

 _I see._

Then she whirled and drove her spear into both spools consecutively, snapping the chains and allowing the portcullis to close with a tremendous crash. Satisfied with her work, she returned to the courtyard to find a stern-faced Mami.

"What did you do in there?" she half asked, half scolded.

"Covered our asses. Like I said."

The blonde sighed, it seemed her partner's...less than subtle tendencies were incorrigible.

"Just hope that we won't need to leave that way."

Kyouko simply tilted her head in response, before brushing past, deeper into the courtyard. The shade she had been offered in the gate's mechanism room had given her a taste of freedom from the light, and she wanted nothing more than to recapture it. Strange, had she not been yearning for that very same light whilst they were trapped underground?

 _The grass is always greener on the other side. Of course, you don't expect the grass to burn you the first time you cross the pasture._

She walked into the first building on the other side, Mami in tow, and was sorely disappointed; the open windows and lack of door left it permeated by the same cold of the outside. It was flat and empty inside; the dirt floor was adorned with naught but straw, while the walls were barren with the exception of a staircase leading up the far one. At the top of it was a suspended landing with an out-of-place looking mahogany door.

When she climbed the stairs, and in jest, used the heavy brass knocker, what she wasn't expecting was for the door to swing in, as if inviting her. Though the pair accepted the invitation, they did so with weapons in hand.

The chamber they were led into was a small, but lavish windowless library. Their entrance was at the far end of the rectangular room, and a second door was immediately to their left. A narrow strip of carpet going down the length of the room was flanked by full bookcases, and led to a lone armchair sitting in front of the fireplace which occupied the opposite wall. The door had closed behind them of its own accord.

All the lancer paid attention to (once she had ascertained the lack of threats), however, was the homely warmth projected by the fire. In seconds she was across the room, taking off her boots and wiggling her toes before the hearth, exclaiming, "Well fuck me! This is exactly what I wanted." Mami, while skeptical, couldn't detect any danger either and followed suit a moment later, taking the armchair.

It was the warmth they had been seeking since their departure from the village, and to a degree, it reminded them of the mutual confession which had occurred there. Kyouko stared into the flames, longing to be able to reach inside and capture further warmth without being burned. But that was nothing more than an impossible dream. Moments slipped by unnoticed by either of the two, filled only by the gentle crackling of the fire and the distant winds outside.

Was reasoning with a witch as impossible a dream as embracing the flames? For the moment, she chalked up the intrusive thought to tiredness on her part, then indulged it. Knowing that witches were the fragmented remains of puella magi offered less insight into the monsters' natures than she would have liked. They seemed at least somewhat intelligent in the way they interacted with their familiars, although even that varied between specimens; perhaps their minds were simply too fraught with pain to consider anything besides their own woes. In that case, she thought, their idiosyncrasies might just be ways of coping. Maybe one day she would be willing to risk being burned to find out.

She heard her partner slip down to the floor behind her, then she was pulled, backwards, into the older girl's embrace. The blonde sighed, sounding at once like an exhausted soldier and a vulnerable girl, "Kyouko, can we stay like this for a little while?" After a second she nodded; Mami let go with one arm and began to stroke her cheek, flaking away the last of the dead skin and finally allowing it to heal properly. Several more minutes slipped by, this time closely scrutinized by the two; both wanted to burn the sensation into their minds, warmed by more than the flames.

Then they spoke simultaneously, "I'm glad you're here with me," before falling back into a comfortable silence.

Slowly, the blonde began to run her fingers through Kyouko's hair, "We may not find any more places like this; let's stop to rest again."

"Alright, but this time I'm gonna-"

"No," Mami cut the fiery girl off, "I'll do it. Since you took the second watch it's been longer since you last slept."

Of course, her real reasons were derived more from a vague sense of justice and protective instinct for the younger girl, not that she cared to mention that.

Thus, Kyouko found herself drifting away in the golden magi's arms, and under the gentle pressure of her fingers.

* * *

 _There were no doors or windows, nor was there any way into or out of the room Homura found herself in. It was only marginally bigger than a broom closet, with a small table against one wall. A computer console of some sort sat upon it, with the monitor aglow, acting as the only source of light._

 _She approached it; the screen was divided into dozens of windows, each displaying a video feed. A sense of surreality and panic began to creep up on her for the contents of the videos. Each one showed, from different angles, Homura, in a room only marginally bigger than a broom closet, staring at a monitor. It was divided into dozens of windows, each displaying a video feed. They showed, from different angles, Homura, in a room only marginally bigger than a broom closet, staring at a monitor. It was divided into dozens of windows, each displaying a video feed. They showed, from different angles, Homura-_

* * *

For the second time, Kyouko woke with a start; this dream had been unsettling in a way she was unfamiliar with. What had prompted a dream about Homura to begin with?

Mami, struggling to stay awake but vaguely cognizant of her partner's unpleasant awakening, held her a little more tightly. "It's okay..." the older girl mumbled against the lancer's hair. It was an admirable attempt, if a tad silly.

She snorted, "I'm fine Mami, take your turn."

So, the gunner's head slipped down onto Kyouko's shoulder and she fell asleep, right there, right then.

 _She tries so hard._

Kyouko felt badly for her partner; the ever self-sacrificial standards she held herself to must have been difficult, especially since she knew not how to live without them.

The lancer took one of the other girl's hands from around her waist, turned it over in her own and examined it, running her fingers over the callouses. Skin far older than its years, and unfairly too, she thought; it shouldn't have been this way, it should have been smooth and supple, delicate and pretty.

Truly, bouts of regret over contracting could be found in the least expected places.

Mami sighed in her sleep from the fiery girl's ministrations, derailing her train of thought. It wasn't as though dwelling would help her in any way, so she opted to change subjects.

Her dream. Still she was unable to understand why Homura had been the focus, nor even if she was merely observing, or instead if she _was_ Homura. What was the purpose of the closed loop surveillance, and why was it filming itself filming the sealed room?

When she was younger, Kyouko had been a firm believer in prophetic dreams, a belief which was shaped by the many biblical stories containing just that. It was hardly so far-fetched to think that a dream could be prophetic, especially now, as she lived in a world of literal magic. But she was no _Joseph_ , and the meaning of the dream, if any, eluded her.

Her backup plan dashed, she ended up passing the time listening for any approaching danger, and trying to ignore the other girl breathing softly on her neck. She succeeded in one, at least. A flapping of wings was distantly coming from somewhere from some point on the castle grounds, though is was neither approaching nor receding from them. For the time being, she would wait it out.

* * *

It had been a catnap compared to their previous stop's full night's sleep; Mami woke up before long and wasted no time in getting up to speed. Whatever was outside had not yet left, and fortunately, hadn't noticed them either, only meandered about the fortress's domain. Anxious to leave, the pair steeled themselves against the cold they knew lay in wait, before rushing out the side-door near the entrance.

Outside, a covered bridge linked the library to the spire, which was similarly connected to other wings of the castle in the four cardinal directions. The lancer counted her blessings that they were shielded, for the cover served both to break the wind, and to keep them out of sight.

Once the door to the spire was closed behind them, they were drawn into another darkness, split only by the burning lanterns hanging at regular intervals from the walls.

"Let's get a view from upstairs," she suggested.

The narrow spiral staircase wound itself around a support pillar at the centre of the spire, rather than traveling up the walls. Funny, she had always scoffed at "pointless safety measures" back when the Sakura Cathedral had still housed congregations, saying that anyone fool enough to fall from the balcony pews had probably earned it somehow, but now she found the lack of a handrail extremely worrying.

When they passed up to the next floor, Kyouko began to wonder what the original purpose of the spire was; the empty suits of armor filling the room beckoned to her. The flickering torchlight brought no luster to their dusty, tarnished metal.

It was a well known trick of the brain: the projection of human characteristics onto things lacking them, more so for things in the likeness of humans. Even knowing this, she was unable to dispel the sense that the suits were somehow _famished,_ seeking to fill their gaping hollows with a life, with a soul, to become animate. As she stared into the void, it certainly seemed to stare back.

The two neglected to stay long, continuing up the stairs.

Wooden packing crates covered the next floor, and neither magi was willing to open them for the sheer sake of curiosity. Decayed food or other supplies, she would have wagered.

Eighty stairs more and a third floor greeted them.

Strangely, it was empty. Well, almost empty. They were taking the next few stairs when a gleam caught her eye. There was _something_ lying on the floor below one of the torches. Mami simply waited, not feeling the need to follow the crimson girl's investigations. The item was a discarded, rusted broadsword; she picked it up, felt the weight and swung experimentally, not quite understanding why.

In the air, ever so faintly, a metallic hint.

Actually, the sword was untarnished, it was simply covered in dried blood. Of its own volition, her mind began to form image after image, and question after question.

To whom did this fortress belong, and why?

She could see the guards holding out valiantly against waves of invaders, perhaps the centipede familiars from earlier. The bitter frost lapped at the children's tears as they hid alongside their mothers in the bowels of the castle, away from the fighting. Lastly, the king commanding from the spire above, only to be betrayed. Perhaps by even his closest adviser.

But no, she was forced to remind herself, those were only projections of her own creation. They were inside a barrier; it had never hosted life and never would. No matter how strange it might have seemed, this world had always been as cold and desolate as it presently was. Its imagery of lost glory was compelling however, and she wondered how that reflected upon its creator.

Madoka, formerly a normal girl living a normal life, then strongest magical girl. And now...?

Something to be terrified of, something thing to be fought.

Like a demon.

Something to be put down, mercy-killed.

Like a lame horse.

At once a diabolical monolith and a pathetic shadow of a twisted emotion.

The broadsword clattered to the floor, discarded alongside Kyouko's train of thought. Her nurturing environments were at war, as always. " _There is a truth in all things, seek meaning,"_ pleaded Kyouko Sakura, the preacher's daughter. " _Each second wasted on empty philosophizing could be your end,"_ contended Kyouko Sakura, the starving puella magi. Hunger and pain tended to win the day in such matters.

She traced her path back through the floor's dust.

A light was washing onto the stairs from above, and that, alongside the draft informed her that the precipice was close.

Indeed, thrice more around the pillar and they entered the top floor. Both magi took in two pertinent facts before throwing themselves to the ground: first, there were wide windows, one for each direction, and second, the flapping of wings was loud and near. Something large dropped lazily past the eastern window.

Mami, having the advantage of range, led the way with rifle in hand. The creature was flying low over the courtyard beyond while the magi sat, backs to the wall, below the windowsill. A sharp breath sealed her decision and she sprang to peek over the edge. The broken portcullis which had admitted them stood below, and hovering over the library to the left was another of the familiars. One of the angels, as much as she was loathe to bestow it such a lofty title.

Kyouko had spent much of the morning extolling her observations about the familiars and the seraphim as they prepared to leave the village, leaving the gunner unable to ignore the connection. Come to think of it, it was a rare event indeed for the Kyouko Sakura of old to shine through, with her biblical references and wide-eyed imagination. Perhaps, Mami thought, she was healing ever so slightly from the aftermath of her wish.

The pair silently agreed not to engage the familiar, creeping towards the opposite window. A lone angel could have its wings clipped with little danger, but the risk of it attracting others, as had happened the first time, was hardly worth it.

Outside the western window yet more gray stone greeted them. More importantly, past indistinguishable brick and mortar was the other side of the wall, with its portcullis gaping. The crimson girl squinted against the wind; the snowfall was beginning to pick up once again, but she was certain that a shape could be seen rising into the sky in the far distance. A gate, visible through the shifting and waning shafts of sunlight escaping through the thickening clouds in front of it.

"Gate's up ahead. Let's get outta here before it sees us."

Her partner nodded, eager to leave herself. They returned from whence they came, past the bloody sword, gleaming in the shadows, past the boxes, and past the suits of armor, staring hungrily from their eyeless hollows.

A momentary confusion followed their arrival back in the first floor, owing to their loss of orientation over the course of the spiral staircase.

 _Which direction was it again?_

Eventually, she was forced to open each door, locating the library again before taking the next exit counterclockwise along the wall. It opened into a dark, narrow, windowless hall; really, it was more of a tunnel. Two thoughts swam to the forefront of Kyouko's mind: first, at least they didn't have to worry about the angel seeing them, and second, the hall felt uncomfortably long once one was actually walking its length.

 _Shink._

The brief grating of her spear's tip against the stone. A flock of sparks briefly joined the pair, before breathing their last and succumbing to the darkness pressing in on them.

 _Click._

It seemed that her partner had begun fiddling with her rifle in boredom. Or anticipation. Or a myriad of reasons unknowable to the crimson magi.

Footsteps.

Breathing.

Déjà Vu was an odd feeling to begin with, which rendered it even worse when it mixed with the upset of knowing it was being experienced inside a barrier. She shivered, hoping only that there would be no encores to the events of the spiraling chamber.

An intense listening of their footsteps followed, revealing only the changing acoustics of the tunnel. Something was rendering the echoes from ahead shorter and-

Then her toes met stone with an empty thud, and it was all she could do to stop herself from walking headlong into the wall.

That explained things.

But it also begged the question of why the hall simply ended. There was no turn, no other path or way.

"This is it? It just stops?"

Search as they might, nothing revealed itself to them. The ceiling held no clues, the floor no trap doors; they even retraced their steps through the hall in search of a turn somehow missed previously. Each small failure aroused her ire just slightly so, and once they were all the way back at the dead end, she was thoroughly angry.

"Goddammit!" she exclaimed, kicking the wall and eliciting the same empty thud.

Mami simply stared, a rather odd action given her propensity towards politeness.

"Wait Kyouko," she began, seized by an idea, "that isn't a wall."

Fortress walls didn't make hollow sounds.

Then she strode over and pushed against the wall, causing it to swing out and revealing it as a door in the process.

Their new avenue had two narrow paths perpendicular to the tunnel, and the ceiling exploded upwards into the soaring flourishes of Renaissance architecture. Welcomely, there was also light pouring around the corners.

The gunner arbitrarily led the way left; the new hall only traveled a short distance before turning right again, exiting into an equally new chamber.

An almost nauseating wave of nostalgia washed over Kyouko as she entered.

Soaring arches and stained glass windows, like a church. Looking around as the two moved deeper, she noted the massive double-doors of the exit far down the chamber's length. Turning back showed on that the hall they had come from was nowhere to been seen.

Ever-changing barriers were by no means unheard of, but that would greatly complicate their navigation.

Unless-

No, nothing had changed, the hall was mere obscured by the structure before it. A brief, but steep set of gray slate steps emerged from the floor as a pyramid, leveling off at the top to create a platform; atop this was a throne. It looked uncomfortable, put simply. The obsidian composing it glinted darkly against the coloured cascade of the windows; all hard surfaces and sharp edges, it stood unadorned, not even cushioned.

A king couldn't be afforded too much comfort at the seat of his command, lest he become complacent.

It was time to leave; the sound of wings had moved to another part of the courtyard and was so distant as to be nearly inaudible.

The macabre mosaic images of the stained glass windows were hard to ignore when they were the only sources of light in the room.

Nuns and followers in habit, hiding their faces in their hands, crying.

The Ten Horned Beast of the Great Sea rending the flesh of men beneath its nails of brass and iron teeth, while the Little Horn spewed forth dissent and deceit.

A careless seraph, caught off guard by an overzealous adherent, and incinerating him before its body could be hidden.

Lastly, a prophet driven mad by his visions and dreams.

Such were the images that plagued the lancer, who instead stared straight towards the door. One of the advantages old cathedrals held was their resistance to forced entry, as demonstrated by the massive, thick doors. They were intended to be moved by the congregation, who would enter and leave together. This inherently presented an obstacle for the magi, who were a mere two in number.

After several minutes of futilely pushing and pulling, she opted for a different approach. "Screw it!" she cried, driving her spear into the wood. The progress was small, but noticeable, prompting her to do it again.

And again.

And again.

And again.

Admittedly, the task became somewhat easier once a small hole was opened up. She stepped through gap after widening it sufficiently, trying and failing not to nick herself on the splintered edges. The gunner followed her out to find the snowfall had returned in force, enough to both hide the gate from them, and them from the familiar.

Curiously, the wind was absent, as though struck dead.

The second portcullis, she knew, should have been directly ahead, through another section of courtyard.

There was no need to escalate beyond a jog; their desire to escape forced them from a walk, but the assumed lack of danger quelled anything further.

Certain things, certain mundane things, specifically, seemed to hold their own sort of magic. The snow was one of these. As her footsteps fell silent in its thickening blanket, she felt as though it was congesting the very world, rendering it numb and mute. She felt like she herself could at any moment be swept into the white curtain, never to find her way out.

Kyouko was glad Mami was in arms' reach, otherwise she thought they might have slipped away from one another.

Their trajectory have been slightly off; the pair ended up beside the exit, rather than passing cleanly through, but that was easily corrected.

On the other side of the gate the tension in the air eased, but only by the barest fraction. Additionally, the sight of a pink-haired specter retreating down a descending path awaited them. That was a good sign, at least. The winding path was uncomfortably steep, leading from the castle's plateau to the final stretch of land before the bright, golden gate: a massive flat of ice, covered in a thin dusting of snow. On the inside edge of the ice opposite the pair stood the gate itself, along with its fence, piercing through the translucent surface, rooted in whatever lay below.

The crimson magi cleared her throat, feeling her heartbeat slowly calm as the strange uneasiness from a moment ago passed, "Home stretch I guess; here's to not having to fight familiars."

"That was rather fortunate, wasn't it?"

And with that, the edge of the ice was before them; the pink figure was flitting across it far ahead, through the final, faintest light rays.

Mami, for the second time, took the first step onto the ice. Kyouko followed a second later, wanting least of all things to be left behind.

They crossed slowly at first, struggling for footing against the surface before settling on a rhythm not unlike skating; around them, the snow grew thicker still. The two drew almost imperceptibly closer together against the oppressive cold and blinding snow.

She was tired of always being cold.

Gold, like her partner, the gate was still far, and it would be a lengthy time yet before they would reach it. There were no longer any distractions for the two besides one another; Kyouko had grown impatient with staring at her shoes to find only bubbles rising to rest against the underside of the ice.

She finally spoke of the item at the forefront of her mind, "I don't think," she dismissed the impulse to refer to it as "Madoka", "the witch can be too much deeper."

Indeed, now that she was paying attention once more, as she had upon her entry into the barrier, the sickening energy was much closer.

The response was plain, "I agree. Remember Kyouko, any chance at all is worth taking over none."

"I," she started, "...Yeah. I gave my word; I will for you." For now, she would allow herself the slightest hope despite her misgivings, "Mami, if we make it-"

"Which we will," she said, cutting off the fiery girl, "just believe that we will."

"...What do you wanna do first when we get out?"

 _We._ Such a pleasant word. An admission that what they had was something tangible, real, that wouldn't melt away with the vestiges of the barrier. Mami's answer responded in kind to the unspoken declaration, "I suppose a first date would be in order," with it came the same sickeningly saccharine wink which had charmed (or at least tried to) the lancer at their first meeting.

"...Sounds like a plan."

Romantic prose wasn't a strength of hers.

Straightforwardness was though.

"Mami," strange, she had never thought herself the type to get choked up over sentiments, "I wish-"

Wrong, the Kyouko that trusted wishes was gone.

"I would give anything to just live a boring, ordinary, happy life together."

There it was, plain. The gunner was rubbing her eyes, but that was probably just due to the wind.

After clearing her throat shakily, she replied, "...Anything...Once we're back at my apartment, let's have tea and cake, and pretend. Just for a little while."

Playing pretend, just like they were children again. Funny, didn't children pretend their lives _weren't_ normal?

Somehow, without either party noticing, they had drawn close again, and were brushing shoulders.

They looked at each other, imagining for a moment.

 _I want to kiss her._

"Kyouko, we should spread out or we'll put too much pressure on one area of the ice."

"Right."

Oh course! What had she been thinking? Now was hardly the time for silly little indulgences like kisses; they were totally exposed out on the ice. Their focus was slipping again, she noted with displeasure.

Mami's outline blurred as the veil of snow separating them thickened.

 _Thud._

 _...? That sounded like-_

Then the ice beneath her feet erupted with a sickeningly familiar crash. The water jettisoned by the impact froze on contact with the air into an obscuring cloud, while she tore at the failing ice with hands and ribbons, reflexively searching for something, anything to keep her from the water.

Panic. Something she was no longer accustomed to; she thought her experience had hardened her to it until she found an animal scream escaping her throat, while the countless decrepit hands of the familiars pulled her under.

By the time she felt bones snapping from her limbs being pulled down to her sides, she was already below the surface, her cries left unheard.

Kyouko was no longer thinking. Rather, what she possessed was a vague sensation: _save her._

 **"Mami!"** she screamed.

There was a faint gold light filtering up from the depths, being pulled sideways, under the edge of the ice.

The lancer, blood roaring in her ears, wasted no time leaping over the divide and crashing through the ice with her spear.

It was bitterly cold. Colder than anything she had ever felt.

But she hardly payed that any mind, instead furiously lashing against the water to propel herself after that golden spark.

 _Please, please, please-_

Her muscles were burning, and were her stomach not long empty it would have voided itself from the exertion.

 _Faster, faster-_

There were other pains too: she felt like her blood vessels were on the verge of rupturing under the pressure, and there was a curious burning sensation in her lungs.

 _I'm drowning_.

In spite of her best efforts, the light was growing farther away.

She was light headed and nearly blind; the ice above her head gave no quarter and murky darkness came from every other direction. At last, she struck out in a direction she hoped was where she came from, filled with a new panic: the shadow of death.

The blackness of unconsciousness was pulling at the corners of her vision by the time she found the surface. There was no time to waste, however. Choking, coughing and trembling, the crimson magi tore across the flat towards where she had turned back.

 _"Hang on! I'll save you!"_ with any luck, the gunner would receive her cries.

 _There!_

Ever so faintly, below the ice ahead, a hint of gold was penetrating upwards. Brandishing her spear, she prayed for the other girl to receive just a few extra seconds of life as she drove it in.

The angle was too shallow. She was sent crashing into the ice as her weapon glanced off the surface with all her weight behind it.

Then, with her body pressed to the ice, she watched as the golden ember beneath was snuffed.

"I'll save you..."

 _Mami._

"I-I'll save..."

 _Weren't we going to fight together?_

Once she registered what had happened, she slowly sat up and placed her hands on the surface.

"Mami!" She screamed, pounding on the ice.

"Mami! Mami!" Over and over, until she was reduced to clawing at it with bleeding fingers, sobbing her _former_ partner's name.

Kyouko felt suffocated. How laughable, to think that she used to fear drowning as the worst death.

Being dead on her feet was worse.

Frostbite was eventually what drove her to stand; her hands and knees were pale and stiff. Quickly, countless hours of solo survival took the reigns, pushing instinct to the front, urging her not to think, merely to survive.

 _Don't think about M-_

 _Just walk._

So she did. The final stretch, despite being a fraction of the distance, took nearly twice the time to cross.

Eventually, the brilliant golden gate was only seconds away.

Such a funny colour choice, it almost reminded her of that girl she didn't need.

Kyouko began to shudder as she collapsed against it, forcing it open.

She didn't need Mami.

She could hunt alone, just like she had before.

She was fine.

Perfectly alright.

There was a tear still frozen to her face as she crossed the threshold.

* * *

 **Authors' Notes: Sorry about this.**

 **It's so strange to finally be done this chapter after having it in my mind for so long. Kyouko and Mami crossing the ice, and the latter being pulled under were actually the seed from which this fic was born. It began as a daydream I had while staring out the window one dreary, rainy afternoon and eventually grew to encompass all the previous chapters, and all the coming ones as I thought about how I wanted my mental image to fit into a story.**

 **As always, please review, favourite, ect. to let me know what you guys think. PM me even, if you want.**


	6. Portrait

**Chapter 6: Portrait**

* * *

 _Pacing._ The term was appropriate for Kyouko's taut, militaristic gait, but rather than moving back and forth, she was doing only the latter.

Though she refused to admit it to herself, she was in agony. Presently, a mere two factors were preserving her: first, the ability to detach herself, second, the promise. Well, the most recent promise.

 _I'll try and fight it. I'll at least try for her._

Together, they were enough steady the small flame within her soul gem against the hungering darkness surrounding it. The two were whirling, pulling against one another for dominance in her mind; would she rather go blank and try to ignore Mami, or instead keep her promise at the forefront of her thoughts as a motivator?

Her conflict slowly resolving itself, she came to a conclusion: she would set a goal to be carried out thoughtlessly, then go numb. Or try to.

This witch would be her opponent.

 _Then I can finally die._

An aging predator, that's what she was now. Burned out and looking for a comfortable place to lie down and drift into the fathomless sleep. At least she could take solace in her promises, and the fact that she would likely fall in combat before she could become a witch.

Thus, as she marched across the tundra stretches of the barrier's latest zone, she occupied herself with the terrain. Earlier, she had stopped in a column of sunlight, allowing it to dry and sear her; freezing to death was not a solace she would accept yet.

The pain was a distraction, though she couldn't say whether or not it was a welcome one.

Rolling ivory hills paved her way and gave her something new to focus on. The steady rhythm of speeding up and slowing down was soothing, in a mind numbing sort of way.

There lay the dried, withered remains of flowers atop the surface of the snow all across the frozen meadow. At once time it would have been a sight to behold if the faded whites and reds of the petals were any indication. How strange, to know that the barrier had no past or future. It came into being as a world already in its adolescence, with its own canon, with dead flora already on the ground. Or perhaps instead, ages passed in seconds while the barrier was first being constructed, and generations of flowers had been snuffed by generations of winters while she had lain unconscious.

She slid down a particularly steep hill and leapt a frozen stream, making a point of not looking into it. Doing so would only have revealed frozen debris, and memories she was trying to avoid.

Memory: a mental recreation of something in the past. It couldn't been even two hours, yet it felt near enough that she might turn around and watch the scene play itself out once more. But it was the past nonetheless; a detached play-by-play of events and passionless description of things, of people. Already-

 _Already, Mami has been reduced to..._

Kyouko began to tremble again, and turned her attention instead to the sky. Gray clouds hung low, though their deluge had slowed considerably since she had entered this area of the barrier. Had the sky ever really been clear?

It seemed as though its mourning never ended, dishearteningly.

The trees were one of the few things she had yet to examine; they were placed sparsely across the fields, and though still spruce and pine, most were dead.

...

She was having trouble remembering how she used to pass time in barriers.

Anything to avoid more thinking.

Snow crunched underfoot.

Oh, yes, fighting. Ordinarily she would be tearing through familiars on a steady path to the witch around now. But there was nothing to tear through here, and looking out revealed no gate through the snow, nor any clear way forward.

Kyouko Sakura hated directionlessness. Said hate was a holdover from her church days; being religious, able to truly believe, was fulfilling because it provided purpose and reassurance to her life. The Ten Commandments were the only guidance she needed. Until her wish changed all of that.

Once she was cast out onto the streets, she had made hedonism her new way of life. There was no point in service beyond the self, after all, she had already given her soul away, and that god left it trapped inside a ruby.

And now...? An ambiguous goal in an ambiguous location with ambiguous results was all she had.

Distractions were coming few and far between when she noticed that she was stuck in a rut, literally. The earth on both sides was rising as her path descended, creating a miniature canyon further ahead.

Also ahead was the same pink haired sprite which had been leading them since the beginning. It was walking away from her as it had been outside the fortress, with all the speed of a funeral procession and its face hidden in its hands. It almost seemed sad. The very same siren which had taken them across the ice where-

To her knowledge, there had been no other way around, but she was hardly thinking clearly. Kyouko was no longer mournful, she was livid. Her already white-knuckled grip on her spear intensified even more so as she began to advance.

Yet...this creature, wearing the face of a girl she once knew, didn't seem to know what it had incited, it never seemed to have noticed the pair of magi to begin with. Internally she had, without ever meaning to, decided that it was something other than a familiar, something unique created because of the most powerful witch.

For now, the lancer would stay her hand, but she couldn't bring herself to follow it anymore. Not after-

Hiding from thoughts was difficult because there were few ways to flee one's own mind.

Still furious, she leapt from the path and stalked into the fields; this time she would find her own way through the barrier.

She needed something to kill.

Bits of ice cracked beneath her heels as she went, matching the grinding of her teeth. This too, was something she had learned through experience: anger was preferable to despair. Anger, at least, could be channeled into something constructive. Or something destructive. It could be her cloak, shielding her from the outside, with its cruel necessities like thought and memory.

 _Crunch._

Wood splintered and groaned and she struck a tree in her path.

"Goddamnit!"

At this rate, it wouldn't be long before something took notice of her.

 _Good._

The winds began to pick up once more, whipping the snow into a frenzy; in the distance, there was also a familiar sound: the flapping of wings. An approaching angel which she would drag from grace.

It was ahead in the direction she was going anyway, so she broke into a jog, eager to greet it.

Once its silhouette came into view above, the familiar simply allowed itself to fall, slamming into the ground at dizzying speed and showering Kyouko in snow. Slowly, it collected itself and straightened up, then gave a bestial roar and charged her on all fours.

In spite of her experience with the previous angel, she was surprised by how...crude it was. Surely its divine appearance afforded it a little more elegance. But no, it tore past her, unable to resist its own momentum, while she spun out of the path of a clawed hand and dragged her spear down its ribs. Unused to the torn flesh now along its right flank, the familiar was thrown off balance and crashed to the group as it tried to stop itself.

Kyouko spun her spear, eyes narrowed in concentration, mind clear for the first time in what felt like an eternity; the familiar's window of vulnerability was too small to go on the offensive yet. For the second time, it approached her, now standing upright.

One important factor in any battle was anatomy, and not simply in terms of injury and raw strength or speed. She had long since learned that one's body is their own worst enemy, as there was virtually no way to attack without telegraphing it first. A subtle tilt or rotation of the torso told her which direction the blow would come from; the drawing back of the arm indicated a punch, while every kick began with the upper body angling back ever so slightly. Each maneuver with a weapon began in the wrist and spread upwards.

Thus, dancing away from the angel's lurching strike was child's play; while it pulled its arm from the snow, she drove her spear into its elbow, eliciting a satisfying crunch and an even more satisfying screech.

Still it did not relent, forcing the lancer to weave through a flurry of pain-frenzied strikes. The creature's size lent each attack too much weight to block or parry, so she simply endured the assault while scanning for an opening.

A spiderweb of shallow cuts and punctures slowly spread across its torso as she repaid each minor slip-up in blood.

She leapt a sweep and returned a jab to the shoulder.

Sidestepped a swipe and slashed the abdomen.

It collapsed to all-fours in an attempt to take her in both hands, but she rolled through its legs and rewarded it by lacerating the back of a knee. Suitably disabled, it could only put up token resistance as she abandoned all finesse and began to tear into it. Howling in unison with its shrieks of pain, she speared again and again, beat it, even bludgeoned it.

Once it was lying motionless on the verge of death, she did feel a little guilty for the abuse she had inflicted on it, but the sheer catharsis quickly smothered that feeling. Still, the heartiness of this familiar was astounding; she was exhausted once it finally dissolved into snow. Too tired to even think, just like she wanted.

After a moment's recuperation, she began to drag herself forward.

When she was younger, she had always said that "tiredness is the body's way of saying, 'job well done'". It was an adage that she still liked to hold onto to. She was aching slightly and felt drained. The cold was still too much for her to have broken a sweat, so as her heart slowly dialed down, she was left with only a pleasant sort of warmth. This post-adrenal, post-exertion haze was where she desired to stay; was this what they referred to as "runner's high"?

The ground seemed to move beneath her, pulling her forward with minimal awareness of her part. Minutes slipped by as her somnambulant wandering took her through hills and new thickets, glassy gaze peering past each.

Soon though, she became cold, and the world's sharp edges faded back in.

It was nice while it lasted.

As she skirted a sun ray, she glimpsed a plain gray fence rising in the distance, nearly invisible through the atmosphere's gloom.

So her guess really had failed to lead her to an exit.

That didn't come as any particular surprise to her, as the decision to come this way had hardly been carefully considered.

Still, she could yet find the gate if she followed this fence. She closed the distance to it; the massive, yet lithe structure bisected the fields.

Could she perhaps...?

No, the bars were too narrowly spaced for her to get any farther in than the forearm. Noting this, this spun and stuck them with her spear, showering herself in sparks and splitting the silence.

 _Not even a scratch._

If that was the case, then there really was no way around the previous gate. Around the ice.

A small part of her was aware that she was trying to alleviate her feelings of guilt by determining this, but she paid it no mind.

 _I guess I have gone soft after all._

It really did come back to haunt her, just like she had feared. By opening herself up again, she brought this pain upon herself. Calloused skin could enjoy no caress, but would neither suffer pain and injury.

Might it have been better if she had never-

No! She wouldn't tarnish her memory of Mami with these regrets.

 _I'm disgusting, wishing I'd never made amends with her._

For the second time, she remembered a certain quote about having loved and lost. This time however, she realized she missed something critical: the other person. It didn't simply refer to the speaker, but also to what the other party had gained through their relationship. Who was she to deride the happiness Mami had gained from their reconciliation?

If she could go back and change everything, who would she be to take away her partner's joy in life, just so that she herself could avoid the sorrow in Mami's death?

Kyouko sighed. In spite of her best efforts, she was thinking of the gunner again.

For a moment, she welcomed the distant flapping sound. Then she counted another, and another still.

Suddenly she was aware of how tired a single angel left her, and of how dying here would violate her promise.

It was time to flee. She chose arbitrarily to follow west along the fence, running as quietly as she could in hopes that they would find only her former location.

No such luck; after a minute she heard them reach the fence, becoming horizontal to her, then the sound continued in her direction. Were they tracking her footprints?

That was inconsequential. She knew that she was faster, but a battle of attrition, so to speak, would be in their favour. Before that time, she would have to find somewhere, or something to shake them from her trail. The nagging desire to go out here and now in a blaze of glory would have to wait.

Hopefully they couldn't see through the snow any better than she could.

Where were the trees which had accompanied her almost the entire journey thus far?

The inexhaustible wings continued at their steady pace behind her as she began to trickle magic into her muscles.

She gritted her teeth as she pushed through an ascending leg cramp. Deadening the pain was a waste of magic. She had no immediate need for it and she certainly wouldn't be receiving any replenishment. However, there was more to it than that. There was a reason the body possessed a pain response; it kept her sharp, gave her the adrenaline to push her to new heights in combat.

Plus, the pain was a little bit human. Operating numbly, like some sort of machine, left her alienated from herself. That wasn't a life she could live.

Wait-

 _I'm a fucking hypocrite._

She reasoned with herself that physical and emotional pain were different matters. Only one of them was guaranteed to heal completely.

Slowly, the cramp faded as the tree line came into sight through the shifting snow. Refuge at last. Or something closer to it, hopefully. Funny, she hadn't thought that she would ever be glad to see these withered husks.

They were even closer together here than they had been at any point previously, in stark contrast to the frozen meadows they bordered; she dismissed the now cumbersome spear. Many of the trees were also warped like melted steel, twisting around one another, riddled with smooth, yet artificial looking bends and kinks. The lancer found herself clambering over bundles of roots and ducking under distorted trunks as she went.

After several minutes of this, she heard her pursuers reach the edge of the woods and slow.

However, her relief quickly turned to uneasiness as they began approaching even faster than before. As the sound grew closer, she realized that they had simply opted to fly over. But it wasn't the end yet, she told herself, surely these quarters were too tight for the massive creatures to engage her in.

As they neared sight-range, she took shelter in the crook of a crescent shaped tree. Hopefully they would be unable to see her.

Hopefully.

She willed the forest to take her deeper into its embrace as they passed directly overhead. For longer than she could remember ever doing before, she held her breath.

Fortune had had taken mercy on her, it seemed, as they continued without pause.

After counting to three hundred, the crimson magi climbed down, silently thanking the tree for its collusion before proceeding. The snow was helpful in masking and preventing the snapping of twigs underfoot, though it actually made dodging the endless branches ahead of her marginally more difficult. At multiple points she was actually forced to sidle between pairs of closely knit warped trunks; it was the third such instance that led her into the clearing.

With a final push she forced her way out from between the two trees, stumbling forward and simultaneously realizing that she suddenly had the room to do so. A flat, circular clearing greeted her, with an iced-over, circular pool at the center.

The sight of the ice, rather than the cold, sent a shiver down her back. Morbid curiosity tugged at a small corner of her mind, but it wasn't significant enough to overcome the portion telling her to avoid the ice entirely. One thing still drew her attention and froze her blood in its veins as she passed. Like before, there was surprisingly little snow on the surface, and just below, there were hands.

They pressed feather-light, at once limp and stiff, like those of a corpse floating in the water, to the ice. Dozens of those wretched, anemic hands were present, ready to begin at any instant that awful, stomach-churning " _thud, thud, thud_ ". Based on their current state, she thought they were lying dormant; there was still a chance to leave without rousing them. So she crept towards the other side with all the softness of a whisper, and dared not look into the ice again.

The snow had thickened once more, and was like a screen of mist before her, obscuring the edge of the tree line across from her. Like the ice, she froze as she looked out. There were people-

No, _human shaped things_ , silhouetted blackly against the snow just past the first trees. A whole group of them, perhaps seven or eight in number, were spread throughout the trees, at varying distances from each other and from her. She swallowed hard; were they an as yet unseen variety of familiar, ready to engage her now that the angels could not? They were swaying gently with the wind that managed to infiltrate the trees, seemingly staring back. After another moment, they glided back, deeper into the forest and out of sight.

Then the flapping of wings began to approach once more.

Kyouko's blood pressure rose in tandem with her dropping stomach. So she accelerated to a silent power walk, gait and body taut like piano wire.

Fifteen meters. The angels were returning from whence they had left shortly ago.

Ten meters. She stepped on a severed branch, snapping it. There was a quiet crackle from the pool behind her.

Five meters. Their silhouettes could just been seen through the snow above.

In an instant of desperation, she closed the remaining distance with a single dive, catching herself on a low-hanging bough to avoid making noise. After maneuvering deeper, she could hope only that the branches above were thick enough to offer sanctuary.

Technically, puella magi didn't need to breathe, as magic could constantly heal the oxygen deprivation damage. That knowledge rarely proved useful due to the amount of energy it took, but now was an exception. Her lungs began to burn from holding that breath, but the sensation didn't grow any more intense, nor did her consciousness begin to waver.

Once again, the angels swooped low over the woods, loudly buffeting the clearing with their wing-beats, but failing to spy her.

Could familiars disturb one another?

Within seconds, a lazy series of strikes against the ice began as the pool's occupants started to awaken.

On the verge of panic, she clambered down from the trunk and plunged further into the woods, paradoxically trying to bolt and remain silent. _This is it if I'm caught_ , she told herself, there would be no opportunity to finish this hunt. No way to keep her promise.

 _I might be about to die, and I still can't stop thinking about her._

So Kyouko refused to allow it to break her concentration and momentum as stray branches jabbed her and tore at her skin. Doing this was actually more exhausting than an all-out escape due to the amount of effort she was putting into restraining and controlling every motion, down to the minutest shift.

Rapidly, precisely, she danced through the branches and twisted overgrowth. Though she contacted many, she didn't snap even one. Her eyes flitted from gap to gap, opening to opening, constantly scanning for passages through.

Distantly, she heard a strangled screech, but nothing seemed to be approaching.

That wasn't enough to convince her to slow down, especially when she saw another of the human silhouettes on her distant left. It wasn't moving and she certainly wasn't going to stay long enough to see if would start.

As she continued, she noticed one on her distant right ahead, then another on her left, then yet another on the right.

Though scarcely possible, she pushed herself to go a little faster.

Their numbers swelled the farther she got, soon there were dozens peeking between the trees on both sides. Strangely, they never came past the edge of the field of view provided by the snow, as though afraid of their true forms being seen.

She licked her lips in concentration as yet another branch swatted at her. The urge to check behind her was strong, but she dared not take her eyes off the forest and its occupants before her.

Before long, the panic which had started back near the pool was starting to ignite and grip her. They continued to mass around her, and something malignant began. At first, she thought it was merely the wind, then she realized that it had hardly been able to penetrate the dense forestation.

They were hissing.

At first it was hardly a whisper, but it rapidly spiked with their ranks. Kyouko, in response, abandoned all semblance of caution and began tearing forward through the woods; whatever was happening, she would rather face the centipedes than find out first hand. Each snapped limb and crushed branch seemed fruitless as the sound grew loud as a howling wind.

If she still believed that it might be answered, she would have started praying for an exit around then.

Numbness overtook her as she was forced to dull the throbbing of the new wounds she had sustained crashing through the trees. Her breaths came in ragged barks and she shouldered though, in a full tilt sprint, a cluster of saplings then leapt a fallen tree. Their hissing was nearly deafening now, while they themselves had formed a veritable wall of undulating shadows pulling at the edges of her vision.

She slid under a log and the branches tore at her hair; she felt an eardrum rupture as the sound grew to a fever pitch.

Then a root caught her foot.

 _I'm dead._

 _At least I tried. I goddamn tried, Mami! I did every goddamn thing I could! I just-_

She stumbled, spun, and collapsed to the ground just on the other side of the forest. It was gravely silent.

The vermilion magi was alive. For what felt like an age her body rebelled, leaving her stranded and laying on her back just past the tree line. So she resigned herself to staring back inside; they were there, watching her, it seemed. It was as though she was back at the pool, regarding them for the first time. A small group of them, perhaps seven or eight in number, were spread throughout the trees, at varying distances from each other and from her. So innocent they seemed for the moment. She supposed the forest was simply their domain.

Minutes of staring passed while she simply marveled at her own survival and laboriously returned to her feet. One could work wonders when sufficiently motivated, she supposed.

So she continued, remembering her own motivation yet again and leaning lightly on a new spear for support. At least worries over the magic weapon going dull were unnecessary.

Behind her, the silhouettes glided away just as they had done before.

The tundra continued here on the other side of the forest, and to her far right extended the fence which bisected it. Sadly, there was still no sign of a gate.

No matter, it would have to show itself eventually if she followed the fence down its whole length.

...

So long as it didn't defy her notions of motion and distance, which admittedly was entirely possible inside a barrier. However, such talk was the sort that made magi fall into despair, so she forged on regardless.

Short snowdrifts were rolling towards her from ahead like creeping tendrils of fog; they chilled and tugged at her legs as they flowed around her. Kyouko shivered for the nth time since entering the barrier.

Suddenly she was back on her hands and knees as a rogue stone caught her foot. It was so ridiculous that she wanted burst into laughter at her own expense; here she was, a magical warrior, and she had fallen so far, so fast as to be bested by mere stones! God, her exhaustion was reaching new heights. It couldn't have been more than few minutes since she had started moving again, since her magic hadn't restored her physical stamina yet, but it felt like hours, and each step seemed to stretch out impossibly before her.

As for mentally-

 _A promise. Do it for her._

Well she wasn't quite in as poor condition as she had suspected. Upon further inspection she found the small semicircle of stone to be attached to much larger, buried mass.

Actually, now that she was looking, there were a few similar stones scattered near her, poking out from the snow. Their numbers only grew as she continued, until she felt as though she was in a veritable forest of the odd stones.

Wait, what was that?

She stopped to examine a particularly tall one and discovered writing on it; the engraving was in the same bizarre language she had seen in the village. Near the top were two words, and immediately below were what appeared to be two numbers separated by a dash. Her fingers traced over the writing before slipping lower and scraping some snow from the gray stone, revealing the beginning of a sentence further down. The structure reminded her of-

The lancer dug into the snow at its base, revealing that it did indeed go deeper.

She was astounded that it took her such time to realize it was a tombstone, that she was in a field of tombstones.

For a moment she simply held still and basked in her own unrest. It was hardly as though she was unfamiliar with mortality, but seeing such a mundane and concrete reminder of it inside a barrier was incredibly bizarre. When a barrier vanished the bodies contained within were destroyed; no evidence, no guilt. Yet here she was forced to remind herself that the barrier was never populated, and that these stones weren't to commemorate real individuals or former members of the village. The witch had arbitrarily placed them here.

Unless they marked the people who had been pulled into the barrier and killed.

A shiver overcame her, and not from the cold; there would be many stones yet to come if they were for the Witch's victims.

The shifting winds continued to part the snow ahead as she moved through the rows, until she reached a point where the stones themselves were parted. There was a small circle clear of them, where the space was filled instead by a monument of sorts.

A slate base supported the jutting obsidian slab, wherein countless lines of text were carved in ivory, nearly invisible against the snow's coating.

Approaching it, she saw that there was more; a handful a illustrations were also present.

At beginning at eye level, they formed an ascending column.

First a bow.

Second a rifle.

Third a spear.

Fourth a shield.

At the top was what appeared to be a Fabergé egg.

Was this what it appeared to be? Was this supposed to refer to the magi of Mitakihara?

 _To us?_

It might have been meaningless.

It might have been some sort of twisted tribute for the fallen.

But for the graveyard obelisk to also include not only Homura, but also herself...

"This is a fucking mockery!" she seethed aloud.

Truly, there was nothing left of the kind pinked haired girl who eventually birthed this monstrosity.

Kyouko's spear was in her hand in an instant, magic burning with an intensity equaled only by her boiling blood. In an instant she had buried it in the face of the monument, cracking the stone and ruining the illustrations as chunks fell away.

She neglected to even pause and observe her own handiwork, stalking deeper into the yard.

The fence was still on her right, and ahead she could see the gate.

 _Finally!_

One final obstacle stood before her: a massive, sheer mausoleum was positioned directly before the gate, such that the only access was afforded through its darkened halls.

She had dealt with worse. Nevertheless, standing before the yawning darkness of the entrance, she silently hoped there would be no more hazards.

The floor inside quickly descended and all fell was dark and quiet, like a tomb. Well, not _like_ a tomb, she supposed, since it legitimately was one.

Rounding a corner suffocated the last of the outside's light; going blind was foolish, but dare she reveal whatever distorted beasts and illusions the witch had scattered here? There was no other choice but to, for the second time since entering the barrier, cast the walls in the vermilion of her soul gem,

The results left something to be desired. Her gem was somewhat murkier than she remembered, and produced only a passionless maroon.

Kyouko blinked rapidly as her eyes adjusted to the sudden return of light.

Impossibly long shadows played from every nook and object, their shifting mosaic setting her on edge. The walls were covered in one of the engravings she had seen on the monument: the soul gem. Hundreds of soul gems were carved into the walls, in all the spaces the coffins weren't occupying. Rectangular alcoves plunged deep into the stone at regular intervals, each one containing a decaying or similarly decrepit coffin.

Despite the lack of doors at the tomb's entrance, the wind hadn't penetrated far in. The air was stale and pregnant with dust, likewise was each surface; each cough of hers scattered sheets and clouds of it. Contrary to her expectations, there were no cobwebs. Were the spiders not valuable enough for the witch to trouble herself faking evidence of their lives?

She knocked against a protruding casket after stumbling over the ruined tiles of the floor, but the coffins remained dark and silent. And cold. The forsaken stone was leeching the heat from the air and from her with each step.

On the walls, the soul gem carvings met her gaze. They seemed to take up the light cast by her own in an act of mocking caricature; she thought she could understand the Witch's fixation with them. Being betrayed by its own soul had made it into its current form, and she was presently feeling the strain of the blighted gem herself.

Fitting that a magi should sympathize with a witch when the two were but sides of one coin, she supposed.

 _How much farther can it be?_

After a turn, then a second, opposite one, she found herself staring down the light.

The hall stretched in her mind's eye as she plunged down its length, willfully ignoring the coffins, returning her soul to its ring and allowing the carvings to fade once more.

As with the front, this exit had no doors and simply let our directly against the gate, which the back wall of the mausoleum was pressed to.

Something was odd about this gate. Some unremarked gray alloy comprised it for the most part, but closer inspection revealed ivy spreading up its length. Kyouko stopped short of opening to instead run her fingers over the enigmatic patterns in the uncharacteristic life. Her thumb traced whorls and nested sequences, coils and matrices, while she marveled that the delicate emerald life was growing here, where even the mighty trees withered.

Then she peered between the bars and glimpsed a pink haired figure retreating into the distance.

She swallowed a cry of rage and forged onward, through the gate.

* * *

 **Author's Notes: We're getting rather close to the finale now. That aside, this was another of the chapters that I had no plans made for in the beginning. However, the writing of this one went quite smoothly.**

 **Thanks UnreactiveDynamite for the high praise! Don't get too down; I don't intend for Kyouko to spend the rest of the story wallowing in sorrow.**

 **Please review, message or anything else you desire to show your support! Thank you all in advance.**


	7. Interlude: Manifestation

**Chapter 7, Interlude: Manifestation**

* * *

The barrier was quiet, peaceful even. Here the snow had turned to a gentle sprinkling while the wind had left her side altogether; even the pink phantom had advanced from sight while she was struggling with the heavy gate.

It was safe.

It was lonely.

And she didn't quite know if she preferred it that way. It was hardly as though she was one to shy away from danger anymore.

Calmly meditating on herself had never been a strength of hers; she sought distraction when she was alone, lest she become mired in her own negativity. But so long as there was nothing else nearby, she supposed it was too late for such a thing to do any major harm.

She continued deeper.

The trees occupied a scattered median between the meadows and claustrophobic forests of earlier. Something else was missing too, though it took her several minutes of aimless wandering to realize. Her constant traveling companion, the cold, was no longer clinging to her back, but had become (more) gentle, and was surrounding her instead.

The shift in locale and atmosphere was enough to make her feel a little agoraphobic, but she supposed that might have simply been experience telling her she was exposed.

So she continued over the all-too-flat ground this new area afforded her, dragging her spear all the while. It almost felt as though it was growing heavier.

The silence stretched on to eternity.

Until it didn't and a single sound pierced through: running water, once again.

A hint of frost was drifting through the air from beyond a line of tightly packed trees ahead. Since she was once more without direction, she settled on investigating the sound, if only to keep the hollowness at bay.

She slipped between two of the trees then froze.

It couldn't be.

 _Already?_

A large hill was at her feet, and beyond it, the gate stood. It was tempting to call it _too easy_ , cliches aside.

The sound was coming from the crest of the hill, where a squat structure stood. As she climbed, she placed the thing as a gazebo; why was something so frivolous and out of place here? Though she supposed it couldn't be any more frivolous than anything else in the barrier, as they were all simply manifestations of a grief-shattered mind. They were all meaningless, or so she hoped.

Ancient wood composed the body of the hexagonal gazebo, and appeared so weathered that it was nearly petrified. The sides were enclosed with a waist-high fence designed to appear as though nature wove it of branches. Or perhaps it did. Each of the vertices were supported by a mouldering helical pillar that had likely once possessed artful and delicate inlaying, but were now rough as the tombstones she had left behind.

No harm in investigating.

Actually, lots of harm was possible, even death.

But then again, anything and everything in a barrier held the same possibilities, so the thought had little weight.

She dragged herself the rest of the way to the hill's peak and peered inside. It was a rather small gazebo actually; the roof was low enough for her the reach up and feel, while the diameter was mere meters. The small size was exacerbated further by the dominant feature at its center: a miniature fountain. Crystal waters flowed from the tip of the roughly pyramidal stone fountain and spiraled around the edges, back down to the base, which dipped through the floor and (presumably) recycled the water.

Benches lined four of the hexagon's walls, excepting two opposite each other, which opened to allow guests inside.

Kyouko dragged herself inside without a second thought and took her place on a bench. How long had it been since she had last sat down and simply rested? The weathered wood groaned in protest of her weight, not unlike her own legs had seconds ago; she sighed in exhaustion and relief while running a hand through her tangled crimson locks. Her fingers became stuck part way as she found the more distant regions of her hair had frozen, forcing her to relent.

Defeated, she huffed and lay down across the bench, allowing her head to loll to the side so she could stare at the fountain. As her eyes traced the trickling water, she noticed a few strands of ivy following it below the floor. Tracing those in turn, she found the ivy spreading, snaking throughout the gazebo like capillaries, one even coming up to greet her hand on the bench.

Strange, how had she not noticed that earlier? A tiny green life to accompany her, like a lone ember or firefly in the night.

Perhaps this particular place wasn't so bad.

She opted to stay for a short while longer.

Sleep tugged at her eyelids, but it was too cold, and she too vulnerable to allow herself the luxury; thus, she simply occupied herself stroking a delicate leaf while her mind wandered. It nearly seemed that the ivy was some unintended life that had slipped past the witch and into existence. Surely something so tiny, so fragile couldn't survive this barrier of its own power, yet why would a witch bother to animate something so inconsequential?

Did witches even consciously design their barriers? For as long as she had been fighting she had assumed so, but now she came to hold the opposite opinion.

 _Maybe it's just a reflection of her grief._

It was a little easier to accept that way, she thought, since many barriers had extremely bizarre and even obstructive features.

Come to think of it, the lack of surreality in this barrier was rather surreal in itself. She would have expected the mind bending nature to grow in tandem with the witch's power, but it seemed to be the opposite. Perhaps creating a relatively realistic world was actually more difficult than a dreamscape.

The ivy certainly seemed real as she ran her fingers down the stem, over its soft skin.

How long had it been since she had passed a living tree? This ivy had somehow managed to migrate up here, where nothing else could; or it might have been born here, only to watch the forest wither and die around it, while it sustained itself on the fountain.

Or perhaps it had been born alone, from a solitary seed.

At least for now she and it could be alone, together.

 _I really am far gone, aren't I?_

Kyouko tried not to think about the fact that she had spent earlier obstinately convincing herself that everything in the barrier was a pastless fabrication.

What had happened to the others? She had known Homura to be cold, but she hadn't thought her the type to simply abandon them to this witch. The lancer had, in the past, entertained the notion that her amethyst-eyed partner might simply not reappear each time she touched that shield. Now it was a pyrrhic sort of correctness, the crimson magi noted.

Homura had been utterly devoted to "saving" Madoka, as she herself had put it. Clearly it wasn't meant to be.

Still, Kyouko shuddered to think that Madoka's death had been too much for her to bear, that she was now dead, or even that somewhere, a new witch was-

No, the lancer didn't want to consider it, didn't know if she could withstand more loss. Even if it was that of a mysterious girl, who never opened her guarded heart.

She sighed in unison with a minuscule thrust from the wind, which swept some stray snow into her sanctuary. The ivy's leaves trembled slightly in the breeze, and almost in reaction to her.

And what of Madoka's other friend? Supposedly the azure girl was a potential contractee, though Homura refused to offer her the same protection for reasons unknown. Was she taken in with the rest of the city, or did she too throw away her soul?

Kyouko visualized Sayaka forging through the forest whilst twisting an ivy stalk about her index finger.

 _Sayaka entered the cave behind the waterfall, with her..._

Sword? Yes, that seemed to suit her, based on what little the lancer had seen of her. Oh, and a cape too; she was the type to wear a silly faux-heroic cape with pride.

 _Sayaka entered the cave behind the waterfall with sword in hand, undaunted by the dark and with wits sharpened to a razor's edge._

 _The passage constricted ahead, forcing her to squeeze by the rock, and much to her distaste, getting a layer of pungent...something from the cave wall smeared across the ivory of her cape._

 _However, that was of no consequence, as she had a greater purpose: to save Mitakihara, nay, the very world from this witch!_

 _Around her the walls transitioned into ice, and glowing fungus came alive as she plunged ever deeper..._

No, that wasn't quite right. That tunnel had been flooded. It seemed that Sayaka's adventure would have to enter hiatus, as Kyouko knew no other way to proceed through the barrier.

And were she to be honest with herself, she knew a fresh magi like Sayaka would get herself killed in short order here, forget staging a heroic rescue.

Still, it was nice to dream.

 _The ivory of her cape was stained crimson, but its heavy fabric was doing naught to stop the bleeding as her wounds closed._

 _She stumbled, fell to her knees, the grip on her sword relenting at last as her strength wavered._

 _Even following the spiral stairs up to the next floor was beyond her now, and she could hear them in pursuit below her. They had followed her to the fortress, leaving her not a moment to close the gates or rest._

 _Her fate was decided, all that remained now was for her to choose how to meet it._

Kyouko grimaced. By being open to dreams, she also opened herself to the occasional nightmare.

But that was the way of life, she supposed. With Life came death, with hope came despair.

Come to think of it, she wondered what Madoka's wish had been, to have generated the deep corresponding grief of this witch. That hope must have been as brilliant as the sun. The Crimson magi thought she could understand Homura if that hope had been what she was fighting for since the start.

But the secrets of that wish were buried alongside the short lived magical girl.

Well, buried in the figurative sense. As for the actual body...? It had likely been pulled into the barrier as well, and was waiting like some macabre trophy of despair's triumph over her soul. Hopefully Kyouko wouldn't happen upon it.

She sat up, growing uncomfortable reclining across the bench, then looked out towards the next gate. It was of plain black wrought iron, twisting about itself in regular patterns, and the occasional spiral flourish, as it stretched upwards.

Though it was near, she advanced not towards it, and rather moved to kneel by the fountain. The cold waters soothed the ravaged skin over her palms, still torn and raw from their constant stranglehold on her spear. Again, she probed the water for harmful magic, but found nothing.

This really was a small blessing.

She pressed a cupped hand to the side of the pyramid, collecting some of the crystalline liquid and drinking deeply. Finally her mouth was free from the taste of blood and her throat no longer parched.

It was probably for the better that she not linger too long; she looked down at the ivy, thankful for the companionship it had provided. But now they would need to part ways.

She turned and entwined her fingers with it.

 _Saying goodbye to a plant; what's happening to me?_

In spite of her self-scrutiny, she found herself feeling nearly sentimental and was loath to abandon it.

But all friendships ended, as she knew better than most.

It was funny; suddenly she was assured in her mission and found a sort of peace. She knew it was time to stop pushing Mami away.

Kyouko now thought, if only fleetingly, that she understood what it meant to be a "hero", as her mentor had so desperately sought. A hero was serving and self sacrificing, and lonely above all else. No one could bear to give away a little part of themselves to each victim, to all those needy, and still carry on. A hero had to be alone, so that when they burned themselves to ashes in service, no one would have to mourn their passing.

Now she was alone again, and she was ready to be a hero this time.

How strange it was that she and Mami had found such juxtaposing views of life in the same circumstances.

"Goodbye."

Kyouko stood and turned to face the ebony gate. Beyond it she could feel the witch.

The weight of the despair pressing outwards from the other side was sickening, as deep and black as space. However it did not slow nor chill her, if anything her resolve was sharpened against its grain. She nearly felt a smile pulling at her lips as she sank into the comfort of purpose.

The odds didn't matter.

The stakes didn't matter.

She was going to burn to ash dispelling this winter, for Mami and herself.

Curiously, as the gate loomed before her, she noticed that it was covered even more thickly than the previous one, to the extent that she was forced to cut some of the ivy away.

On the other side she could glimpse a pink haired sprite, leaving as always.

With the warmth of golden ribbons around her heart, Kyouko cast open the gate.

* * *

 **A/N: This one is rather late isn't it? I apologize; the lateness and short length are because I was preparing for the grand finale. This whole story will be wrapped up before long, sad as I am to see it end.**


	8. Black Waters

**Chapter 8: Black Waters**

* * *

For an instant, all was calm and clear.

Then the peace that had lingered from the sanctuary was shattered as the wind returned in all its fury, and with it a thick downpour of snow.

Kyouko merely flourished her spear in defiance and forged onward.

Visibility was actually somewhat better than she expected; at the very least she could she approaching bodies silhouetted before they drew near, and for that she was thankful.

Especially once she had spotted two such bodies on her far right and plunged left to avoid their sight.

The expansive grief was around her as surely as the snow from the weeping clouds, but she remained solemn in-

A clutch at her ankle caused her to lurch forward and plant her spear for support; her briefly trapped foot had pulled something up from the snow as she had tripped.

 _Ivy?_

Indeed, it seemed the lonely plant had migrated from the very depths of the barrier, rather than the edges.

However, now was hardly the time to be admiring the resilient flora; her previous maneuver had failed to escape the notice of the figures in the snow. She shuddered as a strangled screech she had hoped never again to hear sounded over the wind.

The first of the centipede-human familiars came screaming through the white screen in all its disgusting pallor, while she drew her spear to bear.

Kyouko began to strafe, keeping it at a distance; with its unique physiology and fast approaching ally, this was a battle wherein she could afford no rash decisions. Her opponent's movements were erratic and stilted, as though it could hardly coordinate its numerous limbs. Clearly a creature lacking in finesse, clearly a creature lacking in foresight and martial skill, but even though it clearly projected each movement, the sheer number and variety possible made straight combat a dubious proposition.

With a shriek, it launched itself at her, rearing up using the momentum and presenting her with a dozen taloned, grasping hands. She danced backwards, stabbing through one of its many wrists only to find three more hands pulling her spear in.

But the towering body couldn't support itself any longer as its momentum faded, and was made to relinquish the spear as she ardently pulled back; instead it forced her to roll aside as it allowed its body to slam into the ground where she stood an instant before.

No reprieve was offered as the familiar immediately scuttled forward and turned for another pass at her.

To her left she could hear the second one approaching.

Her margin for mistakes seemed to be growing ever thinner as she moved deeper.

The first creature threw itself towards her, tearing up the earth in its exertions and whipping a cloud of snow into the air. She leapt to the right, hoping to distance herself from the second familiar while she dodged, only to find the first using its ample grip to turn on a dime. It continued its locomotive movement towards her at a terrifying pace, and she, with hardly a second to spare was forced to leap directly over it.

She reacted reflexively in the air, sensing a vulnerability and raking her spear down its spine as she passed over. The friction of the head across its frostbitten skin twisted her and she landed awkwardly, rolling onto her side just in time to hear a second screech in time with the first familiar's one of pain.

What she wouldn't give for another grain in the hourglass.

Her scrabbling against the snow offered some headway, but not enough. Rather than being crushed beneath the thunderous charge of her next opponent, she merely felt the iron grip of one of its many hands around her ankle, and the next instant she was being dragged across the battlefield.

It burned, and not from the cold either; she could feel the skin tearing from her elbows as they scraped the earth, while she tried to support her upper body with the spear. After a moment's struggle and bloodshed, she managed to dig the tip into the ground. With the snow rushing before her eyes, and her nose just dragging through it but otherwise safe, she concentrated on kicking at the hand trapping her.

Once!

The icy flesh did not give way.

Twice!

She managed to scrape it with her heel.

Thrice!

This time she felt her boot catch at the fingertips, cruelly breaking them as they snapped back.

The familiar growled in protest and moved to throw her, but a final kick ruined it's already compromised grip and sent her skidding across the snow. She was back on her feet in a split second and regarding her two opponents, who regarded her in turn, before lurching forward out of time.

This afforded her several seconds; not a poor window considering the circumstances, and certainly not too little for her too make use of.

There was only one effective way to engage them, she thought. A flick of the wrist began to rotate her spear, the centripetal force drawing its links apart and readying her for the next phase of the battle.

From there the three fell into sort of rhythm of violence. It syncopated while the two familiars began to launch their attacks out of time in an effort to put more pressure on her, while she attempted to strike back while avoiding their lightning speed and effortless ability to change direction. It was quite unlike every other battle Kyouko could remember; this was more akin to fighting two small witches than any number of familiars.

She rolled out of one's path only to find the second lying in wait with a barrage of new aggression. Countless hands snatched, struck and clawed at her while she backpedaled, dodging by reflex and striking at its sides when she could. But no sooner had she dealt a wound than the first was roaring back into the fray and forcing another display of acrobatics from her.

Again and again, her spear struck out like an asp though the minutest lapses in defense she could manage to exploit, as she tried to keep out of their reach.

Soon she found herself facing one directly again, responding in kind for its strikes before vaulting over as it sprang forward to seize her. From the corner of her eye she watched the other began to coil in anticipation as she soared over the first, lancing though one of its elbows. Instantly the second was upon her, and she was forced to stab at its chest to create distance; predictably, it sought to pull her in by the spear, but she simply allowed it to dissipate as she retreated and formed a new one. In a fluid motion, she whirled as the new spear took form in her hand, whipping it across the torso of the other familiar advancing behind her once more.

It wailed in pain, seemingly feeling the cumulative effects of its wounds; these same effects gradually lent her the advantage as the familiars began to slow beneath their injuries, while any she incurred healed as the battle was drawn out.

By this method the battle was slowly turned in her favour. Now they were growing more lax by the moment, both in coordination and individual technique.

One of the familiars now found itself unable to corner as before; with four of the arms supporting its left side destroyed, its great body collapsed to the frozen earth as it tried to follow the dancing flame of its opponent.

The other, with its comrade providing minimal support in the hunt, now felt the bitter sting of its prey reversing their dichotomy and coming to overwhelm it by virtue of martial skill.

No matter how many times and ways it struck with its multifaceted barrages, the crimson magi retaliated from afar and with interest, until it too was incapacitated.

Now came the final act of their altercations; they were loping towards her, unable to muster any more ferocity yet unwavering in their purpose still. Panting heavily, she descended upon the first and pierced roughly through its sternum, leaving it slumped at the wayside. The second offered a token resistance as she neatly cleaved its neck.

Together, the familiars breathed their last and dissolved into snow, lingering for an instant before the wind carried them away.

Likewise, she collapsed to the snow and collected herself.

 _I don't think I'll be able to take many more like that..._

But at least she was safe, if only for a short time.

She lost track of time as she lay there, gasping and allowing the feverish heat she had developed to be swallowed up by the winter. Finally, she stood once more to a curious sight.

The snow was parting ahead of her.

A cylindrical zone extended forward, into which the falling snow refused to drift and within which the wind was absent.

With no small degree of caution, she stepped inside.

The air was completely dead; the harsher elements of the barrier's rendition of nature seemed to flow all around her but never quite penetrate the space.

And so she continued with only the occasional scrape of metal and the crunching of snow underfoot in her ears.

The absence of snow in front of her allowed for her to see the distance for the first time in what felt like ages; far ahead she could see a black wall of forest.

Strangely, her own breathing now seemed piercingly loud.

Soon the wall was upon her; the desiccated husks impinged on one another even more than in the forest of silhouettes, such that they seemed as one single mass of gnarled wood. Going through them was hardly feasible but for one grace she was afforded. The empty zone she was following extended through the trees, which seemed to have grown around it as though pressed against a glass wall. They extended over the curve, up and nearly met at the top to form a canopy.

The lancer swallowed heavily before entering the embrace of the sinister forest.

It was funny how fear worked. A loud and violent sound could easily frighten, and one might expect the relationship to follow for soft noises. But the quiet was even more terrifying, she found.

The snow crunched under her boots and her ears were filled with her own breathing.

On the contrary, the world seemed to be holding its breath. Still no wind could cry, and with her as the only source of sound, her movements must have been painfully obvious. It was nearly like the situation back in the ascending cave; she shuddered to think of it and chanced a look back, revealing nothing.

Nothing besides the more ample light of the entrance growing farther and farther away.

Come to think of it, the light was withering for a second reason: the sun was beginning to set. A pale smattering of orange and magenta could just be perceived where the clouds were thin, and she glimpsed a bisected moon through a gap in the clouds in the opposite direction.

 _How strange..._

It was a peculiar sensation, looking up to see the storm raging silently, close enough to leap and touch. Like a scene from a silent film, or a half remembered dream, the context of which she couldn't quite place.

Kyouko walked and-

Kyouko walked and-

Kyouko walked and-

Looking back, the entrance was no longer visible; it compressed to a black speck down the horizon of the path.

Time dilated; Kyouko walked and-

Her throat was parched.

How long had it been?

How far had she come?

Something was wrong. No longer was she recalling a dream, she living one. Each movement felt languid, and the air thick like molasses.

Over what felt like an age, she blinked.

Still she continued drifting forward, even as she thought she heard a distant laugh from the dense woods.

Even as she thought she spied silhouettes frolicking and leaping through the treetops past her.

Even as she seemed to perceive a flash of light filtering through the trees on her right.

The mind of a dreamer happily accepted all as occurrences which warranted no thought.

The moon danced across the night's canvas and flitted through the clouds as an inhuman voice laughed again from the distant forest.

A flicker of pink hair was just-

Kyouko stumbled and fell into the snow, and with that, something broke. It was cool and silent.

Just like it always had been.

She rubbed her eyes and gazed up at the ever-burdened clouds.

 _...What just happened to me?_

The ice ground beneath her knees as she slowly rose, still shaking the haze from her sights and mind.

And suddenly it was loud. No, she was loud. As the languor left her she noticed the pounding of her heart, her ragged breathing, her staggered footsteps. She had become a beacon in the tomb-like silence of this grey world! A shadow loomed over the trees ahead and she sloppily drew her weapon to bear-

But it was nothing.

The shadow was some ghastly monolith in the distance behind which the sun hid away. A structure or feature of the land, no more.

No magic clouded her mind, none that she could sense in any case. Was she really lucid? Time alone took its toll on the mind, and that was surely tenfold for a puella magi; yet even by that standard this barrier had been trying.

A second later she received a grim omen from her soul gem upon examination. This too may have been the source of her strange sensations, though it was nearly impossible to say from which the other stemmed.

She had no seeds and no respite to be found deeper in the barrier, and therefore, certainly no time to spare.

Now the corridor was silent again but for her footsteps. With any luck, she wouldn't suffer another episode at an inopportune time.

Soon the long awaited exit greeted her as a distant speck of light, while the black energy of the witch drew ever closer. It was perhaps a bit odd that it was not now approaching her, but as ever, the best that could be done for her understanding of it was pondering. Then again, she was likely still farther away than she would have been from a regular witch in its quarters given the scale of the barrier.

Something stirred within her as she drew closer; within the white of the exit there was a speck of pink. She was-

Angry.

Miserable.

Despairing.

Lonely.

But the golden ribbons held her heart firmly and calmed the swirling corruption in her soul gem. She followed ever faster, until that delicate form was distinct against the light.

"Wait!"

The word departed her throat unbidden and left the heavy silence shorn in its echoes. The figure didn't turn, and retreated into the light.

Unwilling to lose it, the lancer broke into a run, following the path finally out of the quiet dark. It took a moment for her to adjust, not just to the light, but to the sound. The wind had rejoined her to banish the noise of her heartbeat and ragged lungs; the light was still a dim grey, but nonetheless brighter than that of the dense woods.

She blinked in the light and looked around, but the pink haired figure had eluded her while she was adjusting.

And more importantly: the witch was directly ahead. Quite far still, but ahead.

Sadly, it seemed she wouldn't be allowed no reprieve. Her hands began to shake as they tightened around her spear in response to the sight. Two more centipedes and two more angels to her sides. And there...! The sound of wings bore down from above and she refused to even glance as she threw herself into a dead sprint.

This was far too much; if she were to become mired in a battle she would certainly never see the end, and she wouldn't abide by a pathetic death so close to her destination. So she ran, didn't slow down as she passed right through their rank, didn't flinch even as one of the centipedes lunged out and nearly seized her.

Had they the need to breathe, she was certain she would be feeling theirs down her neck as she ran. The angels took to the air, sluggish but able to ignore the terrain. By contrast, the centipedes remained at her heels through the thick and thin of the landscape, forcing constant dodges and retaliations from her. Yet she could scarcely afford the momentum loss of even attacking more than a handful of times, not with the pursuing squadron overhead.

A band of forest was rapidly approaching over the horizon as she sprang forward, allowing one of the centipedes to pass directly under her in its attack. Plunging the spear into its back as gravity took hold of her, she released it, knowing that the dead weight would only slow her down given the lack of opportunity to attack. She left the spear in its heart, or at least where its heart should have been, as she hit the ground and rolled back into a sprint.

The forest was somewhat sparser than previous ones had been, and greeted her readily. Her pursuers managed it with less grace than she, but with little loss in their frightening speed. A glance over her shoulder revealed their pallid forms smashing through trees and tearing up the earth as they ran; the air was split by the sounds of groaning wood, crashing trees and the familiars' shrieks.

Kyouko forced a fraction of what magic remained in her soul into her tiring body and renewed her escape. Fatigue melting away beneath the unruly force, her long strides became leaps and bounds through the branches. A slow advantage trickled down to her as she gained distance on the centipedes and left the angels behind.

Breathe in, breathe out.

She tried not to notice the soreness in her limbs creeping back in.

She tried not to notice the slow burning in her lungs.

Pass between the branches.

Maintain balance.

Her tendons were stretched taut across her abused bones.

And then the forest ended and the earth fell away. As though she was on the edge of the world, the ground descended sheerly into a blackened, misty gulf, broad and lengthy as could be seen.

There was no where to go; she frantically looked up and down its borders as the violent sounds and flapping of wings over the forest grew closer.

 _There!_

Ebony spires were piercing upwards from the abyss, above even the trees and connected by stone bridges at their peak chambers.

The familiars had regained her trail.

The nearest of the spires was connected to the edge of the shrouded fissure by its own descending bridge.

They were nearly at the edge of the forest.

She scrambled along the fringe of the earth, tearing towards the bridge as the centipedes exploded from the forest and the angels flew over in unison. Icy stone met her outstretched arms as she slammed into the low guard rail and vaulted onto the bridge proper.

Distantly, she was aware of the sound made by one of the centipedes as it went skidding past her in a manic attempt to stop. Mirroring it, she was clawing against the grain of the bridge's frosted stone, desperately ascending its intensely steep slope.

Then she was rising up, up to where her eye level met the peaks of the trees and she was falling over herself in haste to enter the spire's chamber. Inside it was more of a sentry tower than a fortress one; open on all four sides with its corners supporting the roof and one torch each.

Not that she gave it any more than a cursory glance, the bridge had slowed the centipedes slightly, but they and the Angels were still in hot pursuit. Already she was sprinting across the next bridge between dizzying voids of black and white, into the next tower.

It seemed they were all identical in structure, so this next glance filled in a little more of the detail. An ouroboros was carved into the floor and framed by ivy snaking in through the open sides.

Her feet called for relief from the relentless pounding as she bolted across the next bridge, fighting the wind which threatened to drag her into the darkness below. Behind her, the centipede familiars shrieked as they attempted the navigate the slick, human sized structures.

The angels were once again losing ground now that she wasn't obstructed by the woods, but this did little to reassure her.

It occurred to Kyouko that she wasn't losing the familiars, and didn't know how to.

She sprinted down another bridge, and another. Slowly, a landmass loomed out of the shadows below; the other side of the chasm was near. All she needed to-

Suddenly she was on her back, gliding down a steeply angled bridge towards the fast-approaching snow banks of the other side.

The cold burning of her upper body being submerged in the snow quickly sharpened her senses as she pulled herself out. She tried to spring back to her feet only to find her knees giving out and her strength drained.

While she clawed her way forward, the familiars caught up.

 _Looks like my best wasn't good enough._

It was almost enough to make her laugh and cry at the same time. Not they she still believed in that sort of thing, but wasn't God supposed to reward hard work and honest intentions?

But then again, she had determined herself that living selfishly was the most profitable.

Try as she might, she wasn't quite able to make peace with herself. The familiars massed around her and-

Did nothing.

Kyouko let out the breath she had been holding.

The repulsive congregation stood in a semicircle facing her, backs to the cliff as she looked anywhere but directly at them. It felt as though the situation was fragile as the countless snowflakes, that any slight move would shatter it and send them upon her.

But no such break occurred. Rather, strength gradually flowed back into her as a tense and unknowable time slipped past. Shortly thereafter she stood and took one step back.

Still no reaction was provoked.

So she took another step back.

And another.

On this one however, the familiars advanced towards her in turn. Then, as she slowly began to retreat, they stalked her at the same pace, spreading out and preventing her from breaking off to either side.

 _I'm being corralled._

There was a glimmer of light here; so long as she moved slowly and didn't allow them to close in too much, she would have the chance to rest and refocus. Reluctantly, she tore her eyes off of them and glanced behind her. Now the monolith she had seen during her delirious episode in the forest loomed massively on the horizon, such that she now in its shadow.

And the witch was close, dizzyingly close. It seemed the monolith was its lair.

All the better if they were bringing her to their mistress. She just needed a way to lose them before the final confrontation if she was to maximize her chances of victory.

So they walked, she and her opponents, sinking deeper into the monumental shadow in hostile harmony with each other. One final stretch of forest coalesced in the darkness around them, and the shadow loomed ever larger, with the blood-tinged halo of the setting sun around it.

Kyouko's trembling, before long, had turned from that of exhaustion, to that of anxiety and anticipation.

It wasn't that she was scared; she was terrified.

It wasn't that she was confident she could win; she wasn't.

But she now felt something approaching fulfillment too. There was no uncertainty left in her future, nothing to lose and nothing else left to do. It was not freedom to, like she had sought in the streets, but it was freedom from. Now she hadn't the freedom to run and start a new perfunctory life. Instead she had freedom from guilt, freedom from regret, freedom from uncertainty.

All of it held in a handful of promises.

An impulse summoned the spear back into her hand; she would need it soon enough.

There was one single way she could think of to lose the familiars. But she hadn't used Rosso Fantasma since-

Well, she hadn't used it for a long time.

 _Couldn't or wouldn't?_

It felt like her magic itself was resisting her each time she tried to call forth the illusion, but then again, a not insignificant part of her had become disgusted by it, and also resisted the impulse.

The time was long past due for her to move on.

 _Mom, Momo...Dad, I'm sorry._

Certainly, she had played a role in their deaths and she acknowledged it, but the past was the past.

What was letting go of one more sin, as she had the many others? Here, perhaps, she would even begin to find some redemption.

The lancer breathed out and coaxed a small amount of power from her depleted soul; it was still unwieldy and more than a little wrong to her, but it was enough. Then, all at once she began the execution of her plan. One of the centipede familiars was taken by surprise as she whipped it across the throat and threw herself into motion to the side. In an instant they were upon her, and in an instant she was plunging into the trees. The forest grew somewhat thicker off the route they were following and slowed their rabid pursuit slightly; all she needed was a second of cover and space. Her salvation came in the form of a thick, twisted, collapsed tree.

One Kyouko Sakura dove behind it and into the thick snow, then another rose from it and went sprinting off in a new direction. Thus, the familiars' hunt continued with hardly a stutter while she slipped away from whence they had come.

Once it seemed that they were suitably far away, she, with no small amount of relief, dispelled the illusion. The ability was still a far cry from its former potency; she had hardly been able to force through her inhibitions enough to make it work. But she supposed she hadn't the time to work on developing it once again.

Back on the path, it was a straight walk through the swirling white to meet the witch. She wasn't prepared, but she was ready. As she forged forwards, the trees gave way on both sides to form a semicircle plunging into the snow. The energy she had felt during the creation of the barrier was present in full force, fathomless and black, threatening to swallow her whole.

Kyouko swallowed hard; she was here.

In the center of the circle, a titanic shape resolved itself from the furiously swirling snow; Yggdrasil in form, if not in name. The tree dwarfed even the giant ones she had spied in the first part of the barrier, such that its upper reaches disappeared into the white deluge above. The great bundled roots spread far from the trunk and deep into the earth, throbbing as though pumping life into it, or draining it. Ivy, countless vines of ivy webbed each part of it and plunged into the snow to propagate.

Now that she was closer, she could hardly even see the sun's halo surrounding it. This was the monolith she had seen in her earlier delirium.

But as she stepped forward, a glimmer from its edges caught her eye. Now she looked more closely at the bark; it was innumerable dazzling ebony shards, catching the light in a manner both angelic and terrifying. And now that she was awakened to its nature, she saw the intertwined fibrous roots for what they really were.

This tree was not the home of the witch, it _was_ the witch. The very same witch that the lancer had witnessed the terrifying birth of from the soul of Madoka Kaname.

There was a shift; though the witch hadn't yet moved, she could somehow feel that it had stirred, like a titan from hibernation, and was examining her.

Was it feeling the tension she sensed permeating the air?

To Kyouko, there was only one cardinal sin when it came to combat: making the first move. The one to attack first forfeited the advantage of uncertainty and exposed their weaknesses to a perceptive opponent. But did the same apply to a battle of gods?

She wasn't certain that she would be able to survive the grand witch's first attack, nor did she know if it even had weaknesses to exploit; perhaps it would be better to go all out before that could happen.

Her body was tightly coiled and her grip firm when the witch decided for her.

With a great groan, it began to move.

Kyouko was awestruck. It was like a force of nature.

Waves of light travelled across its skin as it shifted forward, the clouds changed direction, and the earth, if only slightly, rippled like water as its roots pulled.

No, it was like an act of God.

But it didn't move to smite her.

Instead it greeted her with open arms of ebony and agalloch. For the second time, she stood dumbfounded before it. Two prehensile branches were descending from on high, each with their respective end shaped in a crude likeness of a human hand.

It offered its hands to her.

 _It's offering...?_

What was it offering?

Time ground to a halt as she stared at the possibility of a new ending. A little piece of her mind wanted to believe that it really was a god, that it could make everything right again if she surrendered.

For an instant, the world fell mute once more and left the two of them alone.

But what had she learned, if not the danger of blindly making contracts? The best this _being_ could offer her was a fleeting dream and a painless death.

And she would settle for no less than redemption on her own terms.

"I refuse!"

With one strike, its right hand was split in half by the crimson magi's spear and the world roared back to life.

The witch cried out in pain and surprise-

(Or was it anguish over being rejected?)

-just as it had upon its birth.

And with it, reality seemed to writhe in empathetic agony. The ground tore asunder as it thrashed and the snow was blasted away. All the while its skin continued to cast glimmers from the wan light, as though it were the very fabric of the night sky stretched across a living host.

All of Kyouko's senses were filled entirely by the terrible majesty of the strongest witch; it blotted the sky, it's wails deafened her, her skin crawled to think of how insignificant she was beside it. And no familiars sought to join them. If the other creatures were present at all, they stayed distant, leaving the lancer to take in their mistress.

In the face of the godly show of violence, it took her a moment to remember her own.

A ribbon root, pulled free by the thrashing, erupted from the snow to grab at her legs. Kyouko leapt back and punctured it, leaving it limp; then another came, and another.

She dared to glance away for a split second during her retreat, revealing a torrent of them pouring towards her from below and above, numerous as the snowflakes. A flick of the wrist extended her spear, and the rotation traveled outward from her shoulder; the whirling vortex of chain collided with the advancing wall of of ribbons, entangling many, but not enough.

Leaving that spear to be pulled in, she summoned another and prepared to deal with the survivors.

The difficulty she experienced in creating a new weapon was a warning sign, but not one she could afford to worry about presently.

One ribbon embedded itself in the snow as she rolled away, springing back to her feet with just enough time to dive over another.

A drop of formerly frozen sweat ran down into her eye as she stabbed through one approaching from above.

Her ragged breath met another as it nearly glanced her face.

This wasn't good; she was still nearly one hundred meters from its body and making little headway. A single strong sprint was all she needed.

But what could she actually accomplish, even if she did reach it?

 _My best. And that's all I need to worry about._

The witch's trunk, so to speak, was a dense coil of ribbon, glacially unraveling into the form which Kyouko had first seen upon its birth. Perhaps if she struck there, she could damage enough of them to cause harm?

As another root burst from below, she allowed her roll to carry her forward, back to her feet and into a dead sprint. Like a minefield, they now seemed to be erupting from beneath her every step as she attempted to close the distance to her quarry.

One of her teeth cracked as she gritted them and pushed her body to the limit once more, but this time running on fumes.

Snatching tendrils began to pour in from the front and sides, forcing her into leaps and bounds just to elude them. Her spear was a net of whirling steel, splitting air and foe alike as they encroached upon the magi.

And just when she felt her heart might burst under the strain, she watched, as like the smiting hands of God descending, the witch herself bent and reached down from the clouds to assail her. For an instant as it underwent the motion, she thought she spied its face dip below the white screen; stunningly-

Beautiful?

Horrific?

She couldn't say. Her eyes had perceived, but her mind had been unable. Though the image eluded her, she could say with certainty that the face wasn't one meant for the world she was familiar with.

The shadows deepened around her as those hands, massive and sharp, so unlike the human ones she was offered before, closed in from above.

Her feet pounded against the thick snow as the ribbons slowly grew beyond her ability to evade.

Below her.

Above.

Behind.

In front.

The poured in as she grew closer, and as her wall of defense began to succumb. Once she had crossed the halfway mark one of them plunged past her, brushing her neck and hair.

When she met the three-quarter mark one of her ankles was nearly seized.

All the while the shadow surrounding her grew larger and darker.

Now she was nearly upon it; she brandished her spear in preparation to strike at the undulating core of ribbons, as more still nipped at her heels.

It was almost-

She could nearly-

There!

A hoarse cry left her throat of its own accord as she plunged deeply into her opponent with the weapon. The witch screamed in what seemed to be pain, at least as far as the lancer, still half deaf, could tell.

Simultaneously, the ribbons caught up with her.

What began in one second as the first grip around her ankle ended in the next with dozens of them binding her legs, pulling her into the air, and the offending instrument from the witch's body with her.

The great hands finally clasped around their prize and all fell dark.

Rapidly, she felt herself become unbound; free from the ribbons, but trapped in the witch's cavernous palms. Pale needles of light managed to slip through the fingers, their glow and reflection providing scant vision within the living cell.

She knew not how long had passed before the feeling of heaviness settled over her. She summoned her soul gem to her free hand.

A grim sight indeed.

The stresses, physical and mental, of her damned passage through the barrier had left only a single red spark in the center of the swirling corruption.

Was she doomed to fail?

It was beckoning; the corruption bid her surrender. So easy was it to simply give in to the weight pressing on the remainder of her soul that she nearly did.

But when they saw each other in another, better place (and she assured herself that they would), how could she face Mami if she abandoned her promise here?

Her resolve made the spark shine a little brighter through the dark.

She was prepared to accept that she wouldn't survive.

 _But hell if I'm not going without a fight!_

But the feeling of heaviness didn't dissipate. After a moment she recognized it as the sensation of the witch lifting her up. It seemed to be bringing her towards its face; the lancer, shivering, dismissed a mental image of it devouring her.

Then her opportunity came. The great hands began to shift, separating the slightest amount as though to transfer her into the grip of one. At once she bolted to her feet and stabbed into one of the fingers with all the strength she could muster, not piercing deeply, but leaving the tip embedded nonetheless. Then she leapt directly up, slipping through where the thumbs met the fingers and into the open air.

Kyouko fell, looking up at the eldritch face looming over her.

In her hand, the familiar lance began to rapidly extend, its other end connected to the hands above. It slowed the fall, but not enough to avoid her shoulder nearly being dislocated as it reached the end of its potential length.

From here she could reach the ground; not safely, but still successfully.

Above, the witch began to realize what had happened and moved to intercept.

There was no time to hesitate. She let go.

The wind roared in her ears in unison with the witch as she plunged downwards. A monstrous shadow began to grow over her once more as it clutched at the air and reached down. As the ground rushed up to meet her, it occurred to her, in the small part of her mind still involved in voluntary thought, that she hadn't the forward momentum to break-fall.

There was an impact, blood, and the ringing of damaged ears.

Her world was briefly rendered in a haze of pain and ivory as she crashed into the snow. Something was broken. She was certain some of the white she had seen was not snow, but bone.

But she needed some space for this, and could see no other way to have even the slightest chance of success.

The lancer spat blood and furiously clawed her way back to her senses, and into a kneeling position. Then, as the ribbons began to erupt from the now around her, she saw it again.

The pink sprite, the eidolon of Madoka Kaname was at her side, walking heedless through the carnage.

Cherry blossom locks flowed as if in a gentle breeze, so unlike the present gale. Skin of untouched ivory held not the blush of the cold, and shone perhaps too pale for a living human. The gait was gentle and aimless, nearly whimsical, were it not for the lack of animation. Finally, its face was not quite neutral, but empty. There was a certain sadness, Kyouko felt, as evident in the lack of expression as in any abundance of it.

As is passed her by, she reached out to touch it, only to find her fingers passing through it as surely as air.

It didn't acknowledge her or any of its surroundings.

 _It never even knew we were here..._

It was innocent.

Kyouko pulled her soul gem from her chest; she had heard of this, but never had she thought she would be the one doing it in the end.

The hands descended and the ribbons closed in, but the shadows lightened as a red glow began at the center of the pandemonium. She was clasping her soul gem between her hands as if in prayer.

"I'm finally coming home..."

As she brought it to her lips, the lone spark of vermilion within swelled, brightening like a flame. The indefatigable corruption was pushed outwards until it reached the glass; yet the flame didn't stop. No sooner had the pressure begun to send spiderweb cracks across glass than she cast her soul into the air. Her magic suffused out into the air, bringing with it her final assault.

A monolithic crest of steel erupted from the earth below her feet, carrying her up as her soul gem exploded from within.

"...so just this once, please let me see a happy dream."

With her final few seconds of consciousness she directed the divine spear upwards, shunting aside one of the titanic hands and soaring towards the crooked visage of the grand witch.

It wasn't so bad, she thought; dying was actually quite serene. She had given everything she could.

No more guilty nights.

No more struggling to cling onto life.

As she approached impact, she noticed that she could no longer feel the raw, icy wind nipping at her skin.

Then she could no longer hear the witch screaming, nor the blood roaring in her ears.

Soon she couldn't see its terrible features, or its terrible world any longer.

Impact.

Then Kyouko Sakura was gone.

* * *

 **Afterword: Well, it's finally over. It's really strange and somewhat saddening to see something end which I've spent months working on in one capacity or another.**

 **What else is there to say? I myself am amazed that the quick daydream I had, which would become the ending of chapter five, blossomed into something this huge. In my mind, there's more to this story than I managed to show throughout its length, be it because I couldn't find a natural way to fit those scenes and ideas in, or because I didn't like the way they ended up reflecting on other events. When I originally planned the setting, I realized there wouldn't really be a way to have Kyouko and Mami win, that being said, I hope this didn't come off as excessively bleak; I really tried to have Kyouko develop in a positive way as a result of her interaction with, and loss of Mami.**

 **Take a look at some of my past and future stories, and you might just find they reference this one in subtle (and a few not so subtle) ways.**

 **So tell me, what did you think of this, now that you finally have the entire story?**

 **Thanks in advance, and I hope to see you all again as I post more.**

 **-CrushedSummer**


End file.
